Spark New Zealand H2 FY19 Results
Spark New Zealand Limited ARBN 050 611 277
Spark City, 167 Victoria Street West, Private Bag 92028, Auckland, New Zealand
SILVANA ROEST
Company Secretary
Client Market Services
NZX Limited
Level 1, NZX Centre
11 Cable Street
Wellington 6011
ASX Market Announcements
Australian Securities Exchange
4th Floor, 20 Bridge Street
Sydney NSW 2000
Australia
21 August 2019
SPARK NEW ZEALAND LIMITED H2 FY19 RESULTS
Dear Sir/Madam
In accordance with the NZX Listing Rules, I enclose the following for release to the
market in relation to Spark New Zealand Limited’s H2 FY19 results:
1. Media Release
2. Results Announcement
3. Distribution Notice x 2
4. Annual Report
5. Investor presentation
6. Detailed financial information
7. Annual Corporate Governance Statement
Spark New Zealand’s Chief Executive, Jolie Hodson, and Chief Financial Officer, David
Chalmers, will discuss the H2 FY19 Results at 10:00am New Zealand time today.
ASX Appendix 3A.1 will follow this release.
Yours sincerely
Silvana Roest
Company Secretary
MARKET RELEASE
21 August 2019
Spark New Zealand lifts earnings on the back of mobile,
wireless, cloud services and focus on productivity
• Winning in mobile: share increases across service revenue and connections,
driven by growth in higher-value Unlimited plans
• Accelerating transition to wireless, growing wireless broadband and wireless
voice services
• Substantial investments in mobile capacity and networks to prepare for Rugby
World Cup, 5G and growing customer demand
• Spark Sport launched in March 2019, preparations on track for successful
delivery of Rugby World Cup
Spark New Zealand has delivered profit growth, stronger operating margins and market
share gains in its financial results for the year to 30 June 2019.
Spark Chair Justine Smyth said the continued improved performance was founded on a
clear strategy with strong execution and greater customer focus. It means Spark is on
track to deliver on key financial aspirations communicated in June 2017 as part of the
Company’s three-year strategy.
“We’ve grown our business in the highly competitive mobile and cloud services
categories, held our broadband position, entered new markets like sports streaming, led
on cost management and transformed our company culture. It’s very pleasing to achieve
these positive outcomes in a year during which we implemented and embedded
massive organisational change with the move to Agile ways of working.”
Operating revenues and other gains of $3,533m were flat year-on-year, as growth
markets (mobile, broadband, cloud and security) were offset by expected declines in
legacy voice and managed data & networks products.
Earnings before finance income and expense, income tax, depreciation, amortisation
and net investment income (EBITDAI) were $1,090m, up 11.1% ($109m) on reported
prior year EBITDAI and towards the top end of guidance. When the prior year result is
adjusted for implementation costs incurred in support of Spark’s ‘Quantum’ business
improvement programme, EBITDAI growth was 5.8%.
A continued focus on cost resulted in operating expenses being lower by 4.3% ($109m),
or 2.4% when adjusting the FY18 result to exclude $49m of implementation costs
associated with the Quantum programme. The expenses reduction was driven largely by
lower direct product costs ($28m) and lower labour costs ($38m).
Net investment income declined by $33m, driven by an expected reduction in dividends
from Spark’s shareholding in Southern Cross Cables ($15m, compared with $50m
previous year). Depreciation and amortisation were relatively stable year on year, while
taxation expense increased by $30m due to increased earnings and the impact of lower
investment income.
Overall reported net earnings were $409m, up 12.1% ($44m), or 2.2% ($9m) compared
with the adjusted prior year performance.
Spark announced an H2 FY19 total dividend per share of 12.5c, which will be made up
of an ordinary dividend of 11.0c and a special dividend of 1.5c, both 75% imputed. This
brings the total FY19 dividend to 25c per share.
Chief Executive Jolie Hodson said a commitment to create a wireless future for New
Zealanders was central to Spark’s strategy. Spark maintained growth in mobile
connections, revenue and average revenue per user (ARPU) over the year, driven by
the addition of higher-value customer propositions such as the new shareable Unlimited
plan. Spark significantly outperformed its mobile market competitors, securing over 60%
of total FY19 market growth in service revenue and connections. “As customers use
their mobile phones to do more, many of them are seeking larger data allowances and
price certainty – which provides an opportunity for Spark to improve ARPU with the right
products and plans,” Ms Hodson commented.
She said Spark has led the transition to a wireless future with the number of customers
on fixed wireless broadband and fixed wireless voice products growing by 36,000 over
the year to 166,000. “These products are easy to set up and, in many cases, deliver a
higher-quality experience for customers transferring from old copper lines, while
lowering Spark’s input costs. The future rollout of 5G will enable a step change in our
fixed wireless broadband offering.”
Ms Hodson said Spark is moving fast towards 5G with the November 2018 launch of its
innovation lab and collaboration space in Auckland, extensive planning for the network
build, and a partnership with Emirates Team New Zealand – which intends to use 5G
services from mid-2020 to assist in its defence of the America’s Cup.
“Spark is gearing up to launch 5G services as soon as relevant spectrum is available.
We are pleased the Government signalled recently it is considering an early, temporary
allocation of some spectrum within the ‘C Band’ earmarked for 5G – as this would
enable rapid delivery of 5G services while the details of the longer-term spectrum
allocation process are sorted through.”
In the business sector, Spark’s strengths in digital and cloud services are helping
companies transition their current legacy applications and infrastructure to operate
effectively in a digital world. As more devices and environments become connected,
helping businesses with cybersecurity is increasingly an area of opportunity for Spark.
Ms Hodson said the launch in March 2019 of Spark Sport – from a standing start less
than a year prior – was a huge milestone. “We are now successfully changing the way
New Zealanders engage with and view sports. In the five months since launch, the
performance has rapidly improved and the streaming platform has successfully
delivered about 800 sporting events and 12,000 hours of linear channels.
“Spark Sport is well on the way to successfully deliver the Rugby World Cup 2019,
which kicks off in September 2019. The tournament represents an opportunity to make a
step change in adoption of streaming by New Zealanders, as the importance and
visibility of the event makes it the ideal catalyst.”
During FY19, Spark advanced its ongoing programme of simplification, digitisation and
automation – with more than 100 ‘bots’ (automated digital processes) now performing a
range of tasks, from running back-end checks and processes to serving customers on
the front line and freeing up Spark people. High-quality self-service options were
experiencing strong usage growth and reducing demand on traditional service channels
such as customer care centres. Spark App usage increased by 18%, while voice
interactions reduced by 34%.
Moving forward, Spark is focused on using technology to understand and anticipate the
needs of New Zealanders, applying data-driven insights to every interaction and helping
serve customers better, Ms Hodson said.
ENDS
For media queries, please contact:
Andrew Pirie
Lead, Corporate Relations
+64 (0) 27 555 0275
For investor relations queries, please contact:
Dean Werder
Finance Lead Partner Product and Performance
+64 (0) 27 259 7176
Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)
Results for announcement to the market
Name of issuer Spark New Zealand Limited
Reporting Period 12 months to 30 June 2019
Previous Reporting Period 12 months to 30 June 2018
Currency New Zealand dollars
Amount (000s) Percentage change
Revenue from continuing
operations
$3,533,000 No Change
Total revenue $3,533,000 No Change
Net profit/(loss) from
continuing operations
$409,000 12.1%
Total net profit/(loss) $409,000 12.1%
Interim/Final Dividend
Amount per Quoted Equity
Security
$0.125 (comprised of an ordinary dividend of $0.11 and a
special dividend of $0.015)
Imputed amount per Quoted
Equity Security
$0.036458 (comprised of $0.032083 in relation to the ordinary
dividend and $0.004375 in relation to the special dividend)
Record Date 20 September 2019
Dividend Payment Date 4 October 2019
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security
As at 30 June 2019: NZ$0.26 As at 30 June 2018: NZ$0.29
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
Movements from the prior year are compared to restated
amounts for the 12 months to 30 June 2018 following the
adoption of NZ IFRS 15 and NZ IFRS 16 in the current year.
Changes in Spark’s earnings before finance income and
expense, income tax, depreciation, amortisation and net
investment income (EBITDAI) are provided in the addendum.
Authority for this announcement
Name of person
authorised
to make this announcement
David Chalmers, Finance Director (CFO)
Contact person for this
announcement
Dean Werder, Finance Lead Partner - Product and Performance
Contact phone number +64 272597176
Contact email address investor-info@spark.co.nz
Date of release through MAP
21 August 2019
Audited financial statements accompany this announcement.
Addendum:
Amount (000s) Percentage
change
Reported earnings before finance income and expense,
income tax, depreciation, amortisation and net investment
income (Reported EBITDAI)
NZ$1,090,000 11.1%
Adjusted
1
earnings before finance income and expense,
income tax, depreciation, amortisation and net investment
income (Adjusted EBITDAI)
NZ$1,090,000 5.8%
1
Adjusted earnings before finance income and expense, income tax, depreciation, amortisation
and net investment income (EBITDAI) reflects the impact of NZ$49 million costs of change
associated with the Quantum programme in FY18. EBITDAI and Adjusted EBITDAI are non-
GAAP measures which are defined and reconciled in note 2.5 of Spark’s financial statements.
Corporate Action Notice
(for a Distribution)
Section 1: issuer information
Name of issuer Spark New Zealand Limited
Financial product name/description Ordinary shares
NZX ticker code SPK
ISIN NZ TELE0001S4
Type of distribution Full Year X Quarterly
Half Year Special
DRP applies No
Record date 20 September 2019
Ex-Date (one business day before the
Record Date)
19 September 2019
Payment date (and allotment date for
DRP)
4 October 2019 AUST & NZ;
15 October 2019 USA
Total monies associated with the
distribution
$201,981,074
(1,836,191,581 shares @ $0.11 per share)
Source of distribution Retained earnings
Currency New Zealand dollars
Section 2: distribution amounts
Gross distribution $0.14208333
Total cash distribution $0.11
Supplementary distribution amount $0.01455882
Section 3:
Is the distribution imputed Fully imputed
Partial imputation
No imputation
If fully or partially imputed, please state
imputation rate as % applied
75%
Imputation tax credits per financial
product
$0.03208333
Resident Withhold Tax amount per
financial product
$0.01480417
Section 4: distribution re-investment plan (if applicable)
DRP % discount (if any)
Start date and end date for determining
market price for DRP
Corporate Action Notice
(for a Distribution)
Date strike price to be announced (if
not available at this time)
Specify source of financial products to
be issued under DRP programme (new
issue or to be bought on market)
DRP strike price per financial product
Last date to submit a participation
notice for this distribution in accordance
with DRP participation terms
Section 5: authority for this announcement
Name of person authorised to make
this announcement
David Chalmers, Finance Director (CFO)
Contact person for this announcement
Dean Werder, Finance Lead Partner - Product
and Performance
Contact phone number +64 272597176
Contact email address investor-info@spark.co.nz
Date of release via MAP 21 August 2019
Corporate Action Notice
(for a Distribution)
Section 1: issuer information
Name of issuer Spark New Zealand Limited
Financial product name/description Ordinary shares
NZX ticker code SPK
ISIN NZ TELE0001S4
Type of distribution Full Year Quarterly
Half Year Special X
DRP applies No
Record date 20 September 2019
Ex-Date (one business day before the
Record Date)
19 September 2019
Payment date (and allotment date for
DRP)
4 October 2019 AUST & NZ;
15 October 2019 USA
Total monies associated with the
distribution
$27,542,874
(1,836,191,581 shares @ $0.015 per share)
Source of distribution Retained earnings
Currency New Zealand dollars
Section 2: distribution amounts
Gross distribution $0.01937500
Total cash distribution $0.015
Supplementary distribution amount $0.00198529
Section 3:
Is the distribution imputed Fully imputed
Partial imputation
No imputation
If fully or partially imputed, please state
imputation rate as % applied
75%
Imputation tax credits per financial
product
$0.00437500
Resident Withhold Tax amount per
financial product
$0.00201875
Section 4: distribution re-investment plan (if applicable)
DRP % discount (if any)
Start date and end date for determining
market price for DRP
Corporate Action Notice
(for a Distribution)
Date strike price to be announced (if
not available at this time)
Specify source of financial products to
be issued under DRP programme (new
issue or to be bought on market)
DRP strike price per financial product
Last date to submit a participation
notice for this distribution in accordance
with DRP participation terms
Section 5: authority for this announcement
Name of person authorised to make
this announcement
David Chalmers, Finance Director (CFO)
Contact person for this announcement
Dean Werder, Finance Lead Partner - Product
and Performance
Contact phone number +64 272597176
Contact email address investor-info@spark.co.nz
Date of release via MAP 21 August 2019
---
6mm hinge
Bringing
the
future
faster.
Annual Report 2019
Spark New Zealand Annual Report 2019Bringing the future faster
Bringing the future faster
BRINGING THE FUTURE FASTER
Spark performance snapshot4
Chair and CEO review6
Our purpose and strategy10
Our performance12
Our customers14
Our products and technology18
Our people20
Our environmental impact22
Our community involvement24
Our Board26
Our Leadership Squad30
Our governance and risk management32
Our suppliers33
Leadership and Board remuneration34
FINANCIAL STATEMENTS
Financial statements38
Notes to the financial statements44
Independent auditor’s report90
OTHER INFORMATION
Corporate governance disclosures95
Managing risk framework roles and
responsibilities
106
Materiality assessment107
Stakeholder engagement108
Global Reporting Initiative (GRI) content
index
109
Glossary112
Contact details113
Contents
Key Dates
This report is dated 21 August 2019 and is
signed on behalf of the Board of Spark
New Zealand Limited by Justine Smyth, Chair
and Charles Sitch, Chair, Audit and Risk
Management Committee.
Justine Smyth
Chair
Annual Meeting 7 November 2019
FY20 half-year results announcement 19 February 2020
FY20 year-end results announcement 26 August 2020
Charles Sitch
Chair Audit and Risk
Management Committee
Build customer
intimacy
We need to understand
and anticipate the needs
of New Zealanders, and
technology enables us
to apply these insights
to every interaction,
helping us serve our
customers better.
Read more pages 7 and 14.
1
Spark New Zealand Annual Report 2019Bringing the future faster
Create a wireless future
New Zealand needs strong,
adaptable infrastructure to
power our businesses,
communities and our
people. 5G will be a
significant game-changer
and will help drive New
Zealand’s future success.
Spark is committed to being
at the forefront of the
transition to 5G.
Read more page 7 and
page 18.
Annual Meeting 7 November 2019
FY20 half-year results announcement 19 February 2020
FY20 year-end results announcement 26 August 2020
Create New Zealand’s
premier sports
streaming business
Spark Sport is
revolutionising how
New Zealanders watch
their favourite sports
events. Great content,
seamless experiences,
delivered to you where
you want to see it and
at a time that suits you –
either live or on demand.
Read more page 7 and
page 19.
Spark New Zealand Annual Report 2019Bringing the future faster
Bringing the future faster
2
Grow key markets
We will continue to grow
and set the pace in mobile,
broadband, cloud, security
and data, enabled by our
investment in new
technologies and creating
a broader range of services
and experiences for our
customers.
Read more page 7.
Mature Agile
leadership
We want to unlock greater value and better experiences
for our customers. By maturing our Agile leadership we
will create a culture where customers are at the centre
of what we do and every one of our people knows how
they contribute to our purpose and to customer value.
Read more page 7.
3
Spark New Zealand Annual Report 2019Bringing the future faster
A world of
game-changing
products that
will change our
landscape.
Deliver best cost
Reducing cost while
improving our customer
experience remains
important for our business.
We are using ground-
breaking technology in
artificial intelligence and
cognitive learning to give
our customers better
service and experiences in
a much faster timeframe
than in the past.
Read more page 8.
Lead on sustainability
We want to make a positive contribution to
New Zealand, with a particular focus on digital
inclusion, treating our people well and fairly,
reducing our environmental footprint,
behaving ethically and doing our part to
help New Zealand prosper.
Read more page 8 and pages 20–25.
Spark New Zealand Annual Report 2019Bringing the future faster
4
Spark performance snapshot
Spark performance snapshot
Operating revenues and other gains $
3,533M
Net earnings $
409M
Mobile revenue $
1,271M
▲
2.7%
Total mobile connections
2.515M
▲
2.3%
Total broadband connections
695K
▼
0.7%
Capital expenditure
2
$
417M
▲
1.0%
Broadband revenue $
685M
▲
3.0%
Voice revenue $
486M
▼
15.2%
Southern Cross dividends $
15M
▼
70.0%
Cloud, security and service management revenue $
400M
▲
8.1%
Dividends per share
25 cents No change
EBITDAI
2
$
1,090M
Spark
performance
FY19
1
1 All changes are comparative to restated results for the year ended,
or as at, 30 June 2018 following the adoption of NZ IFRS 15 and NZ
IFRS 16.
2 Earnings before finance income and expense, income tax,
depreciation, amortisation and net investment income (EBITDAI),
adjusted EBITDAI, adjusted net earnings and capital expenditure
are non-Generally Accepted Accounting Practice (non-GAAP)
measures and are not comparable to the New Zealand Equivalents
to International Financial Reporting Standards (NZ IFRS) measures.
These measures are defined and reconciled in note 2.5 of the
financial statements.
3 Adjusted for $49 million (or $35 million net of tax) costs of change
incurred in FY18 associated with Spark’s Quantum Programme to
radically simplify and digitise processes, products and services.
▲
11.1% reported
▲
5.8% adjusted
3
▲
12.1% reported
▲
2.2% adjusted
3
Flat
year-on-year
5
Spark New Zealand Annual Report 2019Bringing the future faster
Use of MySpark
increased 18%
over the year and
we have 5
dedicated service
chat bots
successfully
answering
thousands of
customer queries
each month –
speeding up and
improving the
service for
customers.
Agile
transformation
drives strong
employee
engagement, with
eNPS (employee
net promoter
score) improving
considerably, by 9
percentage points
over the year.
The lab is New
Zealand’s only
interactive
environment offering
hands-on experiences
of potential 5G
technology. Since
opening in November
2018, the lab has
hosted more than
2,700 visitors from
hundreds of business
customers and
stakeholder
organisations.
From a standing
start 12 months
prior the
platform
launched in
March 2019 and
has already
streamed about
800 sporting
events and over
12,000 hours of
linear channels.
The shift from our
legacy telephone
network to a new
IP-based network
is continuing at
pace, with 25% of
exchanges now
decommissioned.
Digitising our
customer
experience
Opening of
New Zealand’s
first 5G
Innovation Lab
Employee
engagement
Future-
proofing our
technology for
customers
Launch of
Spark Sport
Spark New Zealand Annual Report 2019Bringing the future faster
6
Chair and CEO review
Chair and CEO review
Tēnā koutou,
Spark’s purpose, which sets our direction
and guides our every decision, is to help
all of New Zealand win big in a digital
world – āwhinatia ngā tangata katoa o
Aotearoa, kia matomato te tipu i te ao
matihiko. Our business is totally focused
on one market – New Zealand. We never
lose sight of the reality that we are a
small country at the bottom of the world,
and digital communications will be
crucial if we are to continue our nation’s
success on the global stage. That is why
Spark is focused on its mission of
bringing the future faster to
New Zealanders. Through seamless
customer experiences, delivered over
3G, 4G, (and, soon, 5G) or internet of
things technologies, or by encouraging
many more New Zealanders to watch
their favourite sport via broadband
streaming.
Delivering on our strategy
In the 2019 financial year Spark continued
to deliver on the key planks of our strategy,
which has seen us grow our business in the
highly competitive cloud services and
mobile categories, hold our broadband
position, enter new markets like sports
streaming, lead on cost management and
continue to transform our Company culture.
Central to our strategy is a commitment to
create a wireless future for New Zealanders.
We’ve maintained growth in mobile
connections, revenue and average revenue
per user (ARPU) over the year, driven by the
addition of higher-value propositions for
customers such as our new shareable
Unlimited plan. Spark significantly
outperformed our mobile market
competitors, securing over 60% of total
FY19 market growth in service and revenue
connections. As customers use their mobile
phones to do more, many of them are
seeking larger data allowances and price
certainty – which provides an opportunity
for Spark to improve ARPU with the right
products and plans.
Justine Smyth Chair
Jolie Hodson Chief Executive
7
Spark New Zealand Annual Report 2019Bringing the future faster
Spark has led the transition to a wireless
future with the number of customers on our
fixed wireless broadband and landline
products growing by 36,000 over the year
to 166,000. These products are easy to set
up and, in many cases, deliver a higher-
quality experience for customers
transferring from old copper lines, while
lowering our input costs. The future rollout
of our 5G network will enable a step change
in our fixed wireless broadband offering.
In a year we implemented and embedded
massive change with the move to Agile ways
of working, we’re pleased to deliver
financial results that are on plan. Net
earnings were $409 million, up 12.1% on a
reported basis, or 2.2% when the prior year
result is adjusted for implementation costs
incurred in support of our Quantum
business improvement programme. This
was despite operating revenues and other
gains being flat year-on-year, as growth
markets – mobile, broadband, cloud and
security – were offset by expected declines
in our legacy voice and managed data and
networks products.
Earnings before finance income and
expense, income tax, depreciation,
amortisation and net investment income
(EBITDAI) grew by 11.1% to $1,090 million
on a reported basis (or 5.8% when FY18 is
adjusted for Quantum implementation
costs) – towards the top end of our
guidance range. An important driver of
improved earnings was our continued focus
on cost, with lower direct product costs and
labour expenses.
Market context
Our industry is in a continual state of change
and the past financial year has been no
exception – with the biggest development
being an Infratil-led consortium’s purchase
of our largest competitor Vodafone
New Zealand. We believe competition will
remain as intense as ever; Vodafone, in
particular, will now have greater flexibility to
adjust its strategy and investments to suit
the unique features of a New Zealand
market. Nonetheless, our focus remains
unchanged – to win in the market by
consistently delivering for customers.
We were pleased to see the Commerce
Commission’s mobile market study
preliminary findings that the mobile sector
is serving New Zealanders well and not in
need of any further regulation at this stage.
We look forward to the final findings from
the mobile market study being published
later this year.
Bringing the future faster
to New Zealanders
In the year ahead we have some clear and
ambitious strategies.
Build customer intimacy
New Zealanders today expect their
experience with businesses of all types to
be seamless and relevant. If we are to
deliver against these rapidly rising
expectations, Spark will need to provide
relevant product and customer service
experiences across both digital and physical
touchpoints. Data can help us to
understand and anticipate the needs of
New Zealanders, and technology enables us
to apply these insights to every interaction,
helping us serve our customers better.
Create a wireless future
New Zealand needs strong, adaptable
infrastructure to power our businesses,
communities and our people, and Spark has
been leading the way by investing in our
mobile and internet of things networks to
provide customers with world-class service
and innovative products. We are moving fast
towards 5G with the launch of our
Innovation Lab and collaboration space in
Auckland, extensive planning for the
network build and our partnership with
Emirates Team New Zealand – which intends
to use 5G services from mid-2020 to assist
in its defence of the America’s Cup yachting
trophy. Spark is gearing up to have 5G
available as soon as relevant spectrum is
available. We are pleased the Government
signalled recently it is considering an early,
temporary allocation of some spectrum
within the ‘C Band’ earmarked for 5G – as
In a year we implemented
and embedded massive change
with the move to Agile ways
of working, we’re pleased
to deliver financial results
that are on plan.
this would enable rapid delivery of 5G
services while the details of the longer-term
allocation process are sorted through.
Create New Zealand’s premier
sports streaming business
The launch in March 2019 of our new
streaming service, Spark Sport – from a
standing start less than a year prior – was a
huge milestone. In the five months since
launch Spark Sport’s live event performance
has rapidly improved and the team is well
on the way to successfully deliver the Rugby
World Cup (RWC), which kicks off in
September 2019. The RWC represents an
opportunity to make a step change in
adoption of broadband streaming in New
Zealand as the importance and visibility of
the event makes it the ideal catalyst.
Grow key markets: mobile, broadband,
cloud, security and data
In established markets like mobile and
broadband, we will continue to innovate
where we see an opportunity to offer
greater value to our customers – adjusting
our product line up accordingly. In the
business sector we can be a critical enabler
of greater productivity by helping
companies transition their current legacy
applications and infrastructure to operate
effectively in a digital world. As more
devices and environments become
connected, helping businesses with cyber
security is increasingly an area of
opportunity for Spark.
Mature Agile leadership
Since we transitioned to Agile ways of
working in July 2018 we’ve seen
encouraging signs that Agile is delivering to
Spark New Zealand Annual Report 2019Bringing the future faster
Bringing the future faster
8
Chair and CEO review
our three objectives of improved employee
engagement, faster speed to market and
greater customer centricity. For example,
our eNPS score, which measures employee
engagement, has increased 9 percentage
points since the transition. Similarly, using
Agile methodologies we have successfully
completed the upgrade of Network for
Learning’s managed network – which
delivers broadband to 2,500 New Zealand
schools – in just 10 months, with the
customer actively engaged in our Agile
routines such as daily stand ups.
Transitioning to Agile is an ongoing journey
– one that will require iteration as we learn
more, the environment changes and our
customers’ needs evolve.
Deliver best cost
Being more productive while improving the
customer experience will remain a focus in
FY20. Our programme of simplification,
digitisation and automation continues to be
a crucial means of achieving this. We now
have more than 100 bots or automated
digital processes. These are performing a
range of tasks – from running back-end
checks and processes to serving our
customers on the front line – freeing up our
people. We will also continue to improve
high-quality self-service options, such as the
Spark App, which are experiencing strong
usage growth and reducing demand on
traditional service channels such as our
customer care centres.
Lead on sustainability
The past 12 months have seen us review
and refresh our approach to non-financial
performance and reporting. As a purpose
driven organisation, Spark wants to make a
positive contribution to New Zealand – and
we take our role as a responsible corporate
citizen very seriously. We have a new
sustainability strategy that focuses on four
pillars – fairness and inclusion;
environmental protection; a prosperous
New Zealand; and trust and transparency.
When it comes to fairness and inclusion our
Blue Heart programme has evolved beyond
its origins as a personal pledge to diversity
and inclusion, to become a unifying icon for
our wider approach to an inclusive and
heart-led culture. Crucial to this cultural
transformation has been the integration of
Te Ao Māori, recognising the unique role of
Māori as New Zealand’s tangata whenua.
Digital inclusion is another big focus area
for us: particularly through the work of
Spark Foundation we want to help ensure
no New Zealander is left behind in a digital
world by removing barriers to connectivity
– such as cost and lack of capability. In terms
of our environmental footprint our goal is to
reduce our greenhouse gas emissions by
25% on 2016 levels by 2025.
Leading Spark into the future
This year saw changes to Spark’s Leadership
Squad, the most notable of which was the
stepping down of Simon Moutter after a
highly successful seven-year tenure as
Managing Director. We have now formed
a new team for the new era ahead of us,
and we are energised and excited about
the opportunity to bring the future faster
to New Zealand.
Since we transitioned
to Agile ways of working in
July 2018, we’ve seen
encouraging signs that Agile is
delivering to our three objectives
of improved employee
engagement, faster speed to
market and greater
customer centricity.
Justine Smyth
Chair
Jolie Hodson
Chief Executive
9
Spark New Zealand Annual Report 2019Bringing the future faster
Perhaps the most important job of any
Board of Directors is the appointment
of the Chief Executive, who will guide
the Company into the future and
ensure consistent delivery of priorities
on behalf of shareholders. At Spark,
we have been privileged to have a
leader of Simon Moutter’s calibre at
the helm for the past seven years.
Simon has overseen one of
New Zealand’s most remarkable
business transformations. From the very
bold call to change the company name
in 2014, to the complete rebuild of
Spark’s IT stack – which has allowed
Spark to transform our customer
experience, to building a leading IT and
cloud services business, massive growth
in mobile and the transformation of
Spark to an Agile organisation, his
legacy is very significant.
With Simon’s departure at the end of
June he left a business that is ready to
seize future opportunities and manage
future challenges.
While we were very sad to say goodbye
to Simon, the Board was delighted to
announce the appointment of Jolie
Hodson to the position of CEO from
1 July 2019. As a Board Chair you don’t
always have the option of a smooth
transition from one leader to the next
but where that option is available,
through great succession planning,
I believe it is by far the best thing for
the business – for its people and its
customers.
When Simon informed us of his decision
to step down from his role it was clear
from Jolie’s track record of leadership
and delivery over her six years at Spark
that she was a stand-out candidate for
the role. It is very pleasing for the Board
to know that this business, which plays
such a pivotal role in the lives of New
Zealanders and for New Zealand
businesses, will have an exceptional
leader into the future.
Justine Smyth
Chair
Spark New Zealand Annual Report 2019Bringing the future faster
10
Our purpose and strategy
Our purpose and strategy
Plan on a page
Our plan on a page sets out Spark’s purpose, mission, strategic pillars and foundations all in one place. Everything we do
seeks to deliver on our overarching purpose: to help all of New Zealand win big in a digital world.
We recently updated our Plan on a Page to reflect our strategic priorities for the year ahead and beyond.
Our purpose
and strategy
OUR PURPOSE
OUR MISSION
TO HELP
NEW ZEALAND
ALL OF
IN A DIGITAL WORLD
WIN BIG
ĀWHINATIA NGĀ TANGATA KATOA O AOTEAROA
KIA MATOMATO TE TIPU I TE AO MATIHIKO
OUR FOUNDATIONS
A TOP DECILE, INCLUSIVE AND DIVERSE
ORGANISATION CULTURE UNDERPINNED BY VALUES:
NEW ZEALAND’S BEST CONVERGED DATA
NETWORKS AND DIGITAL SERVICES CAPABILITY
WE
EMPOWER
WHAKAMANA
WE
SUCCEED
TOGETHER
MATOMATO
WE ARE
BOLD
MĀIA
WE
CONNECT
TŪHONO
OUR
ON A PAGE
PLAN
FUTURE
BRING THE
TO NEW ZEALAND
FASTER
OUR STRATEGIC PILLARS
MATURE AGILE LEADERSHIP
GROW KEY MARKETS
CREATE NZ’S PREMIER SPORTS STREAMING BUSINESS
CREATE A WIRELESS FUTURE
BUILD CUSTOMER INTIMACY
LEAD ON SUSTAINABILITY
DELIVER BEST COST
11
Spark New Zealand Annual Report 2019Bringing the future faster
In addition to the published financial
statements, Spark’s Annual Report
provides information on Spark’s
performance on a number of non-
financial matters, including
environmental, social and governance
(ESG) commitments and related
metrics. Our reporting on ESG factors
follows NZX Governance Code (2019)
recommendations and, for the first
time, uses the Global Reporting
Initiative (GRI) Standards, the most
widely used global sustainability
reporting standard.
We have prepared our report in
accordance with the GRI Core Option,
and have not sought external assurance
over the non-financial information in
this report.
Through stakeholder engagement, 22
material topics have been identified. The
full materiality matrix is set out on page 107
of this report, along with more detail on our
stakeholder conversations.
Spark’s top material topics in order of
priority to our stakeholders are grouped
as follows:
1. Data privacy and security: Keeping
customer data safe, protecting
customer privacy and empowering
customers to protect themselves
against harmful digital communications.
2. Customer experience: Delivering a
seamless experience for all our
customers – from the individual
consumer through to corporate clients
– whether they are joining us, using our
services or solving a problem.
3. Financial performance: Delivering
consistent earnings growth, sustainable
business performance and dividends.
4. Innovation and investment: Investing in
the people, infrastructure and services
that will drive New Zealand’s prosperity.
5. Ethical behaviour: Adhering to the
highest standards of ethics and good
corporate governance, with a focus on
being transparent with key stakeholders
in our business practices.
6. Future of work: Facilitating skills
transference and the role Spark can
play in preparing our employees and
New Zealanders more generally for the
future of work.
7. Digital inclusion: Working to ensure
New Zealanders have equitable access
and capabilities when it comes to
digital technologies.
About this report
TRUST &
TRANSPARENCY
WE ARE RESPONSIBLE,
ETHICAL & TRANSPARENT
IN ALL OUR BUSINESS
ACTIVITIES
FAIRNESS &
INCLUSION
WE’RE DOING OUR BIT TO
BUILD A FAIRER & MORE
INCLUSIVE SOCIETY
STARTING WITH OUR
OWN BUSINESS
ENVIRONMENTAL
PROTECTION
WE PROTECT & RESTORE
THE ENVIRONMENT THROUGH
OUR BUSINESS OPERATIONS
& OUR VALUE CHAIN
A PROSPEROUS
NEW ZEALAND
WE’RE INVESTING IN THE
PEOPLE, INFRASTRUCTURE
& SERVICES NEW ZEALAND
NEEDS TO PROSPER IN
A DIGITAL WORLD
Our sustainability strategy
Spark has set itself a goal to be a recognised New Zealand leader in sustainability. This is a big aspiration for our business
and we recognise we are at the beginning of our journey. Our sustainability strategy sets out the four focus areas for our
non-financial performance, all of which are crucial to us realising our purpose.
12
Our performanceBringing the future fasterSpark New Zealand Annual Report 2019
Our performance
Operating expenses
Operating revenues and other gains
Other
1 All changes are comparative to restated results for the year ended, or as at,
30 June 2018 following the adoption of NZ IFRS 15 and NZ IFRS 16.
2 EBITDAI, adjusted EBITDAI and adjusted net earnings and capital expenditure
are non-Generally Accepted Accounting Practice (GAAP) measures and are not
comparable to the New Zealand Equivalents to International Financial Reporting
Standards (NZ IFRS) measures. These measures are defined and reconciled in
note 2.5 of the financial statements.
3 Adjusted for the $49 million costs of change ($35 million net of tax) incurred in
FY18 associated with Spark’s Quantum programme to radically simplify and
digitise processes, products and services.
Our
performance
1
$ MILLION
MOBILE
VOICE
BROADBAND
CLOUD SECURITY
AND SERVICE
MANAGEMENT
PROCUREMENT
AND PARTNERS
MANAGED DATA
AND NETWORKS
OTHER
2019
2018
400
600
800
1,000
1,200
1,400
200
0
PRODUCT
COSTS
LABOUROTHERCOSTS OF
CHANGE
400
600
800
1,000
1,200
1,400
1,600
200
$ MILLION
2019
2018
EBITDAI
2
$3,533M Flat year-on-year
$1,090M
▲
11.1% reported
▲
5.8% adjusted
2
Net earnings
$409M
▲
12.1% reported
▲
2.2% adjusted
3
$2,443M
▼
4.3%
NET INVESTMENT
INCOME
DEPRECIATION
AND AMORTISATION
EXPENSE
NET FINANCE
EXPENSE
TAX
EXPENSE
0
100
200
300
400
500
$ MILLION
2019
2018
• Mobile service revenue growth of $21 million, or 2.6%, was driven
by connection growth and strong take up of Unlimited plans.
• Broadband revenue growth of $20 million, or 3.0%, was due
to price increases on copper plans and removal of customer
acquisition credits.
• Voice revenue continued to decline, down $87 million, as a
greater proportion of customers opt for broadband-only service
to their homes or businesses and wholesale providers shifted
customers to different solutions.
• Cloud, security and service management revenue growth of $30
million, or 8.1%, reflects strong customer demand for the benefits
and flexibility that Cloud-based ‘as-a-Service’ products offer.
• Procurement and partners revenue growth of $8 million, or 2.2%,
due to strong sales of hardware and licences in CCL.
• Products costs decreased $28 million, or 1.8%, ahead of revenue.
• Labour costs have decreased $38 million, or 7.4%, following the
successful implementation of the Quantum initiatives resulting
in 4.2% lower FTE.
• FY18 included $49 million of costs of change associated with
Spark’s Quantum performance improvement programme to
radically simplify and digitise processes, products and services.
No further costs of change were incurred in FY19.
• Net investment income was $33 million lower largely due to
a decline in Southern Cross dividends, in line with previous
guidance.
• Depreciation and amortisation was relatively flat year on year
with capital expenditure remaining stable.
• Net finance expense increased $6 million due to the increase
in average debt during the year.
• Tax expense increased by $30 million in line with the increase
in net earnings before tax and the impact of lower net
investment income.
13
Spark New Zealand Annual Report 2019Bringing the future faster
Key capital expenditure projects for the year included:
• Continued mobile network investment, including the deployment
of the single radio access network (SRAN) and Long-Term
Evolution (LTE) sites and significantly increased capacity and
coverage for wireless broadband.
• IT systems investment included developments across our
products and IT systems to enhance the customer experience, as
well as lifecycle investment and licensing for internal IT systems.
• Plant, fixed network and core sustain capital expenditure included
investment in Spark’s fibre build programme, Optical Transport
Network (OTN) and Carrier Ethernet expansion to meet customer
demand for services and traffic growth across the network.
• Continued investment in the converged communication network
(CCN) that will replace the legacy PSTN network and enable us to
deliver IP-based voice services in the future.
Cash flows
20192018
YEAR ENDED 30 JUNE$M$M
Net cash flows from operating activities777820
Net cash flows from investing activities(426)(484)
Net cash flows from financing activities(352)(333)
Net cash flows(1)3
1 Adjusted for the $49 million costs of change ($35 million net of tax) incurred
in FY18 associated with Spark’s Quantum programme to radically simplify and
digitise processes, products and services.
2 Capital expenditure is a non-GAAP measure and is defined in note 2.5 of the
financial statements.
Capital expenditure
2
$417M
▲
1.0%
Capital expenditure to operating revenues
11. 8% FY18 11.7%
Operating cash flows
$777M
▼
5.2%
• Operating cash flows decreased $43 million largely due to
lower receipts from customers as a result of higher receivables
at year-end, together with a decrease in Southern Cross
dividend receipts.
• Lower investing cash outflows were primarily due to no business
acquisitions in FY19 compared to $51 million in FY18.
• Higher financing cash outflows were mostly due to a reduction
in debt top-up levels required to support increased dividends.
CLOUD
CCN
CABLE AND CAPACITY
IT SYSTEMS
MOBILE NETWORKS
PLANT, FIXED NETWORK AND CORE SUSTAIN
OTHER
$36M
$31M
$12M
$132M
$118M
$63M
$25M
800
780
820
840
760
740
720
700
$ MILLION
RECEIPTS FROM
CUSTOMERS
FY18
RECEIPTS FROM
INTEREST
RECEIPTS FROM
DIVIDENDS
PAYMENTS TO
SUPPLIERS AND
EMPLOYERS
PAYMENTS FOR
INCOME TAX
PAYMENTS FOR
INTEREST
FY19
22.3CENTS
▲
12.1% reported
▲
2.3% adjusted
1
25.0CENTS
No change
Earnings per shareDividends per share
Spark New Zealand Annual Report 2019Bringing the future faster
14
Our customers
Our customers
Our
customers
Spark’s new Internet of Things (IoT)
Asset Tracking service gives Kiwi
businesses the ability to track
valuable assets.
The service is already providing
New Zealand’s largest freight and
logistics company, Mainfreight,
with crucial real-time data on the
segregation bins it uses to safely
transport hazardous goods.
Mainfreight is one of the early
New Zealand businesses to have
deployed an IoT solution. Chemcouriers,
a subsidiary of Mainfreight, is already
reaping the benefits of digitally
monitoring its workflow and asset
utilisation.
Mainfreight’s Chief Information Officer
Kevin Drinkwater says: “We have over
400 segregation bins that each cost in
excess of $4,000 that would previously
go missing or be misplaced, and they
are critical to our ability to safely
transport hazardous goods.
Before IoT, locating these assets was
very much a manual process with the
team undertaking stocktakes around our
depots, counting bins and sending
reports back to the office. By the time
this happened the data was already out
of date.
Now we see GPS locations of bins
mapped to one dashboard and are
alerted in real time when something
isn’t where it should be or has been
stationary for too long.
That’s important because it means we
can address imbalances in our network
that occur because the largest
percentage of freight moves south
from Auckland.
Knowing where they are, on a continual
basis, means we can act quickly to return
the equipment.
As it is easy for branches to identify
what equipment they have on site we
have seen a behavioural improvement
in the way the branches deal with the
segregation bins.
In summary our Spark IoT solution
means that we have improved our
logistics planning and our asset network
can be rebalanced faster, resulting in
more productive asset utilisation and
reduced cost as fewer bins are required
in circulation.”
Spark caters for customers from
consumers right through to large
enterprises. Across all our services –
mobile, broadband, cloud services,
digital services and entertainment –
we have relevance for almost every
New Zealander.
Customer experience
Over the course of FY19 Spark continued to
use digitisation and automation to simplify
and improve the experience we offer our
customers – and the positive reception to
our improved digital self-service channels is
evidenced by customer behaviour.
In the past 12 months we’ve seen an 18%
increase in use of the Spark App, which
gives customers an easy and convenient
way to access a range of customer service
options without having to call us. In the
same period voice interactions with our
customer care centres reduced by 39%.
Providing service options for all our
customers
We recognise some customers continue
to prefer to call us rather than use digital
channels – particularly when they have
complex problems with their mobile or
broadband services. The premium Spark
brand continues to offer a high-quality
customer care team – both on the phone
and over live chat – for those customers who
prefer these methods.
We have also continued to invest in our
in-store experience, which we know has a
big role to play as technology becomes
more complex and more ubiquitous.
Connection Promise
Our Connection Promise is a great example
of how we have combined digital
capabilities with customer insight to come
up with a solution that customers genuinely
value. In the event of a broadband and/or
landline outage, customers who have
registered for Connection Promise are
eligible for extra data and (for landline
customers) free calling on their Spark
mobiles over the next seven days. We apply
Spark IoT solution
helps Mainfreight track
hazardous containers
15
Spark New Zealand Annual Report 2019Bringing the future faster
the data and free calling to their accounts
automatically when Connection Promise is
activated – and notify them we have done
so. We are also able to use the service to
support our customers affected by natural
disasters who may be forced to leave their
homes – as was the case with the Nelson
fires earlier this calendar year.
Customer safety
Protecting customers from scams
Email and telephone scammers
impersonating Spark are an ongoing
problem. Where possible, our security and
fraud teams work with law enforcement to
identify and shut down scams but this is
challenging when scammers are located
offshore. The most effective way to keep our
customers safe is therefore through
education and awareness. Where new scams
arise we work proactively with the police and
other community groups to publicise the
scams and warn our customers about them.
We keep our website (https://www.spark.
co.nz/help/scams-safety/scams/current-
scams) updated with information on scams
and we have produced a short leaflet with
this information, which we distribute in
hard copy to community groups, such as Age
Concern to ensure we are reaching those
groups who may not think to visit
our website.
In late June we launched Spark Call Screen,
a home phone that allows customers to
screen incoming landline calls and block
unwanted callers. When an unknown caller
rings on this phone, they must announce
their name and the receiver can decide
whether to accept or block the call (while
saved pre-authorised contacts are put
straight through), giving added security to
our customers who use landlines.
Online security tools
We offer two online security tools free to
Spark Home Broadband customers. These
are NetShield, which blocks harmful content
on the internet (allowing customers to set
their own filters for things like weapons,
alcohol and gambling); and McAfee, which
protects customers’ computers from
malware, spyware and other threats.
Electromagnetic fields (EMF)
With 5G becoming a feature of public
conversation we have had some customers
enquire about electromagnetic fields
(EMFs) from cell phones and cell sites and
whether there is any impact of these on
human health.
In New Zealand a Ministry of Health
Interagency Committee reviews local and
international research into EMFs and makes
recommendations relating to safe exposure
levels. This informs government policy,
including the New Zealand Standard for
radio frequency fields (NZS 2772). In its latest
report dated November 2018, the
Committee has concluded that the exposure
limits specified within NZS 2772 (which are
already very conservative as they incorporate
large safety factors) are sufficient for 5G
technology, noting that existing health effects
research already covers the radio spectrum
frequency bands anticipated to be used for
5G. The Committee says it will continue to
monitor research and update its
recommendations if and when required. In
August 2019, the United States Federal
Communications Commission similarly
confirmed that 5G technology does not
warrant any changes to its existing stringent
EMF exposure standards.
All Spark’s cell site infrastructure operates
within national and international safety
limits, which incorporate substantial safety
margins. We design all our mobile cell
towers to comply with National
Environmental Standards (NES) including
NZS 2772. Based on our continuous and
robust testing obligations, Spark’s cell
towers transmit at less than 5% of the
exposure limits outlined in NZS 2772.
As part of our obligations to comply with
exposure limits Spark has commissioned
independent monitoring around our cell
sites. You can read more about this
programme here. https://www.health.govt.
nz/our-work/radiation-safety/non-ionising-
radiation/independent-cellsite-monitoring.
Marketing and legal compliance
Under Spark’s Code of Ethics https://www.
sparknz.co.nz/about/governance all Spark
people are responsible for ensuring we
behave ethically and comply fully with all
applicable laws and regulations. Spark’s
Legal Compliance Policy sets out the
specific accountabilities that Spark people
have for complying with the law. Spark’s
people leaders make sure their people have
the information and training necessary to
meet these standards, and our Digital Trust
team supports our people with
comprehensive frameworks, tools, training
and advice. Every employee is required to
complete online training modules on the
Code of Ethics and how to apply it, and we
reinforce this training through regular
one-on-one and broader internal
communication across the business.
There were two (related) allegations made
by a competitor in the market that a
previous asset acquisition had an anti-
competitive effect. One allegation was
struck out by the High Court and the strike
out confirmed by the Court of Appeal, with
the Supreme Court subsequently declining
to consider further appeal. The other
related allegation has been filed in the
High Court and is in progress. We do not
consider there to be a basis for this second
allegation either.
Commerce Commission proceedings
In November Spark pleaded guilty to
proceedings brought by the Commerce
Commission under the Fair Trading Act
1986, in relation to two separate historical
operational and billing issues. These were
the incorrect implementation of a ‘welcome
credit’ for some fibre broadband customers
during 2016 and a billing implementation
issue relating to a 30-day notice period
when customers left Spark. Both were
system-based errors caused by genuine
mistakes with no malicious intent by Spark.
Spark was subsequently fined $675,000 by
the District Court in Auckland.
We sincerely regret the impact on
customers from these mistakes. Prior to the
proceedings we had already applied credits
to the accounts of all impacted customers
and we have made extensive efforts to
return all amounts owed to former
customers. We have also fully reviewed how
the errors had occurred and taken steps to
ensure they do not reoccur.
The Commerce Commission also issued four
warning letters to Spark in FY19 concerning
various customer communications, billing or
operational issues – some of these relating to
prior years.
Spark New Zealand Annual Report 2019Bringing the future faster
Bringing the future faster
16
Our customers
Customer privacy
All Spark staff are required to complete
online privacy training and to treat
customer information consistently with
Spark’s Privacy Policy. This includes
following Spark’s data governance
processes and engaging with Spark’s
privacy and security teams.
Spark’s new Privacy Policy https://www.
spark.co.nz/help/other/terms/policies/
privacy-policy sets out our commitment
to our customers when it comes to
handling their information. It is written to
set out transparently what data we
collect and how we use that data.
In our policy we:
• Have committed to handling all
personal information appropriately in
compliance with the Privacy Act 1993
and our customer’s expectations;
• Always follow Spark’s privacy
governance processes and standards
for the collection, use and disclosure
of personal information; and
• Set out customers’ rights and choices
in respect to their personal
information.
While we track privacy complaints from
customers, our focus is on resolving the
customer’s concerns, and we do not
currently capture data in a way that
enables us to identify which complaints
were substantiated. As such we are not
able to provide specific numbers about
substantiated complaints in FY19.
However, we are looking at ways to tag
these complaints in the future so we can
monitor numbers. We do track privacy
complaints from regulatory bodies. In
FY19 there were no substantiated
complaints.
We are also developing data breach
reporting capability. There were no
significant leaks, thefts or losses of
customer data events in FY19.
Spark has set a goal to help revitalise
and normalise use of Te Reo Māori.
We see the Māori language and
culture as special and unique to
New Zealand, so we want to play our
part in helping Te Reo Māori prosper
through the use of digital platforms.
To this end, and to coincide with Te
Wiki o te Reo Māori, Spark and Te Aka
Māori Dictionary launched Kupu, an
interactive mobile app that helps
people learn Te Reo Māori
translations by exploring the objects
around them.
To use Kupu users simply take a
picture using their mobile phone and
Kupu will use image recognition to
identify the object in the picture and
provide a Te Reo Māori translation for
it and any other objects it can detect.
Dr Dean Mahuta, Senior Lecturer at
AUT and Māori language researcher at
Te Ipukarea, the National Māori
Language Institute, was a key advisor
on the Kupu project working alongside Te
Aka Māori Dictionary and Spark to ensure
Kupu showcased Te Reo Māori correctly.
“Using technology and digital platforms
is a great way to encourage the use and
learning of Te Reo Māori. Te Aka Māori
Dictionary has over 300,000 visitors to its
website per month, with over 50% of
those visitors being new users,” said
Dr Mahuta.
“There are some amazing resources for
learning Te Reo Māori, including books,
websites and apps. However, this is the
first learning tool to translate pictures in
real time. It’s an evolution of the resources
that are out there. We hope Kupu will get
everyone excited about exploring and
learning Te Reo Māori, so we’re excited to
share Kupu with New Zealand.”
Kupu uses Google’s Cloud Vision product
and Artificial Intelligence technology,
backed by Te Aka Māori Dictionary data.
The app will improve its existing
translations with the moderated feedback
it receives over time. The project team is
also working with Te Aka Māori Dictionary
to increase the accuracy of Google
Translate.
The app is available for download free
from the Google Play Store and the iOS
App Store – and to date we’ve seen more
than 160,000 people take more than
2.5 million images.
It was named the supreme winner
in Ngā Tohu Reo Māori 2018 (Māori
Language Awards) and was a finalist in
the Matariki Awards.
Kupu: take a
photo, learn
a language
“Using technology and digital platforms is a great way
to encourage the use and learning of Te Reo Māori. ”
Senior Lecturer AUT and Māori
language researcher Dr Dean Mahuta
17
Spark New Zealand Annual Report 2019Bringing the future faster
Spark’s new Cloud Managed Network
gives small and medium enterprise
(SME) customers better visibility,
reliability and security for their LAN,
WAN and Wi-Fi networks. The network
is installed by Spark and any changes
required by the customer are managed
by Spark.
Customers have read-only access to the
cloud management portal to see what’s
happening with their networks in real
time and they also receive automated
status alerts. They can view device status,
network utilisation, application usage
and configuration settings. It is also
highly reliable with backup connectivity
via the 4G mobile network and has a
high level of security – an increasing
concern for SMEs, uses connectivity
more efficiently and offers a much
improved application performance.
Changes can also be applied quickly,
over-the-air, by configuring network and
security templates in the cloud
management portal that are then
automatically downloaded when a
device next connects to the internet at a
customer’s site.
To ensure our people could help
customers effectively transition to this
new technology, at launch we conducted
nationwide, in-person training
workshops for account managers and
solution consultants at 26 Business Hubs.
Connecting with New Zealanders
Our brand and customer campaigns seek
to build emotional connections with
New Zealanders and show what Spark
stands for as a business. Over the year we
ran several high-profile, successful and
sometimes thought-provoking campaigns.
Highlights included our collaboration with
Te Aka Māori Dictionary to launch our
Kupu App and 0800 Matariki, in which we
shared nine immersive stories behind
each star in the Matariki cluster. For Pride
Month we continued our partnership with
counselling and support service OUTline
to tell the story of Hunter, a transgender
young person, and his mother Dee. As
well as seeking to start a conversation the
campaign once again focused on raising
awareness of, and funding for, OUTline,
with a text to donate number. In the
business space our ‘What’s your driverless
car?’ campaign asked New Zealand
businesses to think about how 5G could
enable game-changing technology in
their industries.
We continued our successful strategy of
building value-added services into our
Spark offer, with our Netflix, Spotify and
Spark Arena partnerships, and our
bundling of Lightbox, a fundamental
part of this.
The Skinny brand has continued its
success in FY19 launching an unlimited
plan and redesigning its online customer
experience based on customer feedback.
It won two CANSTAR Awards: best telco
for Consumer Experience and best telco
experience for Small Business.
Managing our customer risks
Intensifying and relentless pressure in our
core markets challenges Spark’s ability to
acquire and retain customers. Mitigations
to offset this risk include the Agile
operating model and other strategic
programmes, like the Customer Experience
framework that seek to put speed to
market, customer satisfaction and customer
service quality at the centre of our business
model. Customer interaction and market
net promoter scores are closely monitored
by the Leadership Squad and used to
continuously improve our delivery quality
from a customer’s perspective.
Putting New Zealand’s
small businesses
in the cloud
Cloud Managed Network can help
hospitality customers prioritise their internet
connections for critical business processes,
such as EFTPOS, guest WiFi or streaming
the Rugby World Cup.
Spark New Zealand Annual Report 2019Bringing the future faster
18
Our products and technology
Our products and technology
Strong, adaptable infrastructure and the
best, most relevant products and services
are crucial for us realising our mission to
bring the future faster to New Zealand.
Mobile
Our strong mobile performance continued
over the year, with Spark outperforming our
competitors in a tough market. Connections
increased by 57,000, service revenues by
2.6% and margins by 5.9%. Our mobile
market share is now the highest it has been
since 2012. Our launch in November of new
Unlimited plans significantly reduced the
cost of unlimited mobile data for our
customers.
Spark was the first New Zealand mobile
provider to support electronic or eSIM
technology that will progressively replace
physical SIM cards in mobile devices – an
essential technology for driving widespread
adoption of wearable mobile devices. We
have already launched the eSIM for the
Samsung Galaxy 4G Watch and we will be
launching further functionalities and
compatible IoT devices in the coming
financial year.
Wireless broadband and voice
The number of customers using wireless
broadband or wireless voice increased by
36,000 over the year, bringing the total to
166,000. Wireless broadband remains
popular with customers who do not need
unlimited data caps and/or super-fast
speeds but who do want a high-quality
broadband connection. Our numbers
suggest wireless broadband and wireless
voice customers experience fewer faults
than those on copper connections and that
where they do have a fault, we are usually
able to fix it faster than in the case of copper
(where it needs to be escalated to the
copper network owner, Chorus, for
resolution).
Building a 5G future
With the launch of our 5G innovation lab
Spark became the first New Zealand
business to showcase this exciting new
technology. We have also opened a 5G
collaboration space, which will allow us to
work closely with Kiwi businesses to test the
technical capabilities of 5G and enhance
products and experiences.
To raise awareness of how 5G will help
transform New Zealand we collaborated
with Ohmio Automotion to test
New Zealand’s first 5G-connected driverless
car on Auckland streets. The test used
Spark’s pre-commercial 5G network,
available as part of the 5G Innovation Lab.
The test and our partnership with Ohmio
show the potential of 5G goes far beyond
the speed of mobile phones and wireless
broadband connections to new ways of
living and working.
We are working through the vendor
selection for our 5G network build. In late
2018 the New Zealand Government
Communications Security Bureau (GCSB)
turned down Spark’s application to use
Huawei equipment as part of that network.
We are still working through what possible
mitigations we might be able to provide to
address the concerns raised by the GCSB
and have not yet made any decision on
whether or when we should submit a
revised proposal to GCSB. While we see
Huawei as a great partner and leading in 5G
technology, we will take a multi-vendor
approach to 5G. Our rollout plans will not
be impacted by decisions beyond our
control around Huawei’s participation.
The biggest dependency for our 5G
network build is now spectrum. Spark is
well placed to take part in 5G spectrum
allocation and has already secured
spectrum on loan for the America’s Cup
to showcase Kiwi capability to the world.
Fixed line
Broadband
We continued to see a solid performance in
broadband with improved revenue and
margin growth. The Unplan, launched in
October 2018, is the first plan in
New Zealand to allow flex in what customers
pay based on their monthly data usage.
Closure of PSTN network
Our closure of the legacy PSTN (public
switched telephone network) and transition
to the new, IP-based CCN (converged
communications network) continues at
pace. More than 25% of exchanges have
now been decommissioned and we have
closed down another 100 telephone
exchange switches. All wireless and fibre
voice customers have now been migrated
over to the CCN.
4G high definition (HD) calling
While 3G will continue to be a primary
means of delivering voice in the immediate
future, 4G HD calling provides fast call set
up time and call quality and will enable
voice services for new cell sites rolled out as
part of the 4G only Rural Broadband
Initiative 2 (RBI2). Spark has activated 4G HD
calling services on its network – otherwise
known as Voice over LTE or VoLTE – and is
progressively turning this on for capable
handsets.
Wholesale
Our Wholesale business saw a slower rate
of decline in the number of PSTN voice
connections and revenues than we saw
in FY18 and made progress in new,
growth areas.
Following the win of Trustpower as a
mobile and wireless broadband wholesale
customer in late 2018, we have been
focused on getting it set up with new
capabilities.
5G innovation
—
Testing New Zealand’s first
5G-connected driverless car on
Auckland streets.
Our products and
technology
19
Spark New Zealand Annual Report 2019Bringing the future faster
We’ve also had considerable success in our
offer of wholesale Internet of Things (IoT)
solutions. A highlight of the year was
working with Hyundai to install SIM cards in
its vehicles which allows Hyundai to provide
high quality vehicle data such as mileage
and tyre pressure to its customers.
Spark’s capacity on the Tasman Global
Access (TGA) cable between New Zealand
and Australia increased by 128% over the
year; supplementing the capacity on the
Southern Cross cable. We now have two low
latency diverse cable paths across the
Tasman for our customers.
Sport and entertainment
Spark Sport
Spark Sport launched in March 2019. In line
with our Agile ways of working we launched
the service in beta mode and have
iteratively developed the product over the
past few months – adding functionality,
fixing small defects and improving the
customer experience. We’ve also made
Spark Sport available as a product for
commercial premises, such as pubs and
clubs, with premises able to purchase a
Rugby World Cup 2019 (RWC) Tournament
Pass at consumer pricing.
We now have a range of sports titles
available on the platform, including rugby,
football, tennis, motorsports, basketball,
mixed martial arts, racing, boxing, golf,
hockey, e-sports and athletics.
Spark Sport has decided for strategic
reasons to form two key partnerships for a
successful RWC delivery. TVNZ is our
free-to-air partner, showing 12 matches on
TV1 – five live and seven delayed. This
means that households without streaming-
ready broadband can still watch the key
matches. We have also partnered with SKY
TV to provide an alternative distribution
model for commercial premises to provide
an alternative RWC viewing option for
venues that would prefer to use their
existing infrastructure.
Looking beyond the RWC we are actively
looking to acquire further content and we
will continue to develop the platform by
adding new functionality and features.
Lightbox
In March 2019 we announced our intention
to find media partners to help grow our
Lightbox entertainment business. Lightbox
is the leading local player in the streaming
entertainment market, with more than
355,000 subscribers. It’s been a valuable
part of our bundled offer to customers but
its continued success will require ongoing
investment, especially in content. In the
meantime the Lightbox service will continue
as normal for our customers, and we will
keep the market informed as this process
progresses.
Cloud
Over the past six years we have worked to
successfully establish Spark as a leader in
digital and cloud services.
This year we built on the strengths of CCL
and Revera by consolidating them under
CCL. We are aligning the wider Spark group
capability and investment in cloud behind a
single go-to-market strategy to evolve our
proposition and to make it easier for our
customers to engage with us.
We are also establishing a new division
called Leaven, to help organisations
accelerate cloud and digital transformation.
This business will combine the deep local
experience within Spark with the global
expertise of our partner Cloud Technology
Partners (CTP), a Hewlett Packard Enterprise
company, to work across the three leading
public cloud vendors, helping organisations
to adopt these cloud platforms, operate and
run applications and work programmes and
take advantage of the underlying
capabilities to innovate how they work and
the services they provide.
Internet of Things
We have now deployed two IoT networks
nationwide: LoRa WAN (a low power
network) and Cat M1 (which runs over our
4G mobile network). The benefits of this
technology are starting to come through
across a range of industries. The asset
tracking solution we’ve delivered to
Mainfreight is featured on page 14. We have
also provided St John with technology to
monitor patients in real time, and we are
working with Auckland Transport and
other partners to create New Zealand’s first
‘smart street’ on Madden Street in
Wynyard Quarter.
In the next few years we expect use of IoT
will become status quo for New Zealand
businesses – like a good internet connection
or suitable cloud platform is today.
Mattr
Mattr is a subsidiary of Spark, established in
2019. It is led by Dr Claire Barber, who was
most recently Spark’s Product Director, and
comprises a team of engineers, scientists
and designers who are investigating the
creation of new capabilities in response to
the disruptive opportunities created by new
technology and societal trends.
Mattr’s initial focus is in the area of Trust
over IP (TOIP). This includes areas such as
self-sovereign identity (SSI), IoT, Artificial
Intelligence (AI) and distributed
architectures. Mattr is based in Auckland,
New Zealand but has a strong focus on
collaboration with partners – both locally
and globally.
Managing our product and
technology risks
High-performing and evolving technology
infrastructure is vital to Spark’s success
because it plays a role in our ability to attract
and retain customers. Spark’s technology
units strive to minimise the risk of service
impacting events and deliver on our goal of
having NZ’s best converged data networks
and digital services capability by using
mature and proven technology
management processes. Examples include
Network and IT system architecture
governance, structured build and release
processes, and disciplined operational
management processes.
Rugby World Cup 2019
—
Spark Sport will stream live all 48 matches
into the homes of New Zealanders, via their
broadband connection.
Spark New Zealand Annual Report 2019Bringing the future faster
20
Our people
Our people
Our people
Spark seeks to employ the best people
and to invest in them to bring out their
full potential.
Our key people goals are to:
• Create a diverse pipeline of
leaders and employees with a
culture of inclusion;
• Ensure Spark people are fairly
remunerated and incentivised in
ways that lead to better customer
outcomes;
• Ensure Spark has the right skills in our
Board and Leadership Squad for the
digital future; and
• Provide a safe and healthy
work environment.
Blue Heart programme
We launched our ground-breaking Blue
Heart programme in 2018 to support
Spark’s focus on a ‘heart-led’ approach to
diversity and inclusion. To date, more than
3,000 of our people have made personal
Blue Heart pledges to support a ‘heart-led’
approach to diversity and inclusion at Spark.
Since the programme’s launch, Blue Heart
has evolved beyond a personal pledge to
become a unifying icon for our wider
approach to an inclusive and heart-led
culture. The cultural shift it represents has
been crucial for Spark’s transition to Agile
ways of working, which through the creation
of multi-functional autonomous squads,
results in people from diverse cultural,
ethnic and professional backgrounds
working closely together on a daily basis.
Spark’s Māori Business Strategy
The Spark Māori Business Strategy – Te Pou
Arataki – is about Māori cultural
transformation, finding the shared space
between Te Ao Māori and our corporate
world. It aims to build deeper more
authentic partnerships with our
stakeholders, our customers and our
people. It provides for values-based
opportunities for investment in people and
communities and aligns very well with our
Agile approach in that it is built on the
concept of ‘kotahitanga’ – collective action
and togetherness.
Its strategic pillars are focused upon true
partnership with Māori, empowering Māori
business through meaningful platforms and
incorporating drivers for economic, social,
cultural and environmental growth.
It is driven by four purpose statements,
growing our Māori talent and knowledge
whilst building a team of trusted advisors,
working in partnership with Māori to
achieve their aspirations, growing trust in
our brand to serve Māori and therefore
growing our market.
Our partnerships with Māori language
institutions Te Taura Whiri and Te Ipukarea
strengthened our ability to be authentic in
approach, and our customer relationships
and engagement with iwi will continue to be
a focus for the coming year. Our Board and
Leadership Squad continued to build their
cultural and linguistic knowledge, with a
focus on confidence when using Te Reo
Māori either publicly or at internal events.
The focus translated into some highly
successful customer and publicly facing
initiatives, such as the Kupu App and
0800 Matariki.
The stories were written with guidance from
Rangi Matamua, Professor at the University
of Waikato and were inspired by his book,
Matariki: The star of the year. Spark also
collaborated with broadcasters Stacey
Morrison and Scotty Morrison and tikanga
expert Rhonda Tibble.
Spark cultural celebrations
Spark’s inclusion programme sets out to
ensure that every employee can bring their
‘whole self’ to work. To this end we
continued to recognise and celebrate a
range of significant cultural events over
the year, including Chinese New Year; Eid
al-Fitr; Samoan, Chinese, Cook Island and
NZ Sign language weeks; Diwali; and
ANZAC Day.
Spark wellbeing
Over the past year a group of Spark people
implemented a thriving staff-led programme
to create a mentally healthy workplace,
which has created a safe and supportive
environment, allowing for open
conversations about mental health. It aims
to help our people better understand and
manage their own mental wellbeing, seek
help early and signpost their workmates into
the right support. The programme has been
recognised as a finalist in this year’s
Diversity Works Awards, which will be
announced in late August.
During FY20 we will be implementing a health
and wellbeing programme to encourage
Spark people to lead healthy lifestyles, and
care for ourselves and each other.
Spark Pride
Spark continued its support of the Rainbow
community over the year primarily through
our support of LGBTQI+ counselling and
support service OUTline.
We supported OUTline in a practical sense
through our #thankstoyou fundraising
campaign, by deploying the PureCloud
platform into its organisation, providing
additional functionality, reporting and
visibility of its callers and potential rostering
requirements. We also partnered with
OUTline in our participation at the Auckland
and Wellington Pride Festivals.
We reaffirmed our Rainbow Tick
accreditation over the year with the next
annual assessment due during FY20.
Gender diversity
In FY19 we continued pursuing our goals of
growing more balanced gender
representation at senior levels, taking steps
to address the gender pay gap and to
ensure diversity and inclusion programmes
21
Spark New Zealand Annual Report 2019Bringing the future faster
are embedded into recruitment and
promotion practices.
As we transitioned to Agile ways of working
we were presented with a unique
opportunity to execute on these goals, with
the adoption of new ‘Contribution’ and
‘Accreditation’ models.
The Spark Contribution
and Accreditation models
The Spark Contribution and Accreditation
models are about ensuring our people are
remunerated according to the value they
contribute to the Company – based on their
ability and experience in their chosen area
of expertise; their adoption of Spark’s
values, culture and mindsets; and their
customer understanding and commercial
acumen. These models give our people a
clear description of how they can progress
their careers at Spark, and over the past 12
months we’ve undertaken a thorough
process to map our people to a simplified,
progressive pay scale that rewards people
appropriately based on where they sit within
the model for their chosen area of expertise.
At the core of the models is a focus on
equality and fairness. We have moved away
from handling remuneration using broad
ranges based on such things as specific
roles, titles, hierarchy and, for management
roles, the number of direct reports. The
Agile model encourages a flat organisation,
fluidity and valuing people’s particular ‘craft’.
At the end of FY19, 85% of employees who
were eligible to be on the Contribution
model, and 97% of those on the
Accreditation model, had been mapped to
a ‘pay point’ – meaning they were on a
specific salary based on their area of
expertise and that people assessed to make
equal contribution receive equal pay.
Gender diversity at senior levels
As at the report publication date our Board
remains 50% female, our Leadership Squad
is now 37% female (three out of eight Squad
members) and from 1 September 2019 this
will rise to 50%. And with the succession of
Jolie Hodson to the position of CEO, Spark
has become the first large NZX-listed
business to have both a female Chair and
female CEO.
Our Diversity and Inclusion Policy sets out
our framework in this area, see https://www.
sparknz.co.nz/about/governance.
More information on the make up of our
workforce may be found on page 98 of
this report.
Spark benefits
Spark employees receive a range of
benefits, and the benefits are the same for
everyone in the Company, regardless of
their position in the business. Benefits are
available to all permanent employees –
whether part time or full time – but most are
not available to temporary employees (fixed
term or casual).
They include life, trauma, income protection
and medical insurance cover; an employee
share scheme; a monthly Spark account
credit, Spark store discounts; a flexible
working policy; and paid parental leave.
Spark provides a parental leave policy for
permanent full time and part time
employees, regardless of gender, sexuality,
age or whether you are giving birth or
adopting a child. If someone has been
employed by Spark for a minimum of 12
months then Spark tops up the
Government’s parental leave payments, so
employees receive 80% of their salary for up
to 22 weeks.
Health and safety
Spark’s health and safety (H&S) strategy is
built around four pillars – a strong H&S
management framework; a proactive
‘owners’ approach to the management of
critical hazards and associated risks; a
culture of empowerment at every level of
the organisation to identify and flag H&S
risks – and in particular deep engagement
by the Leadership Squad and Board; and a
commitment by the business to ensuring
the resources and capability are in place to
deliver the H&S strategy.
Highlights of the year include independent
H&S consultants, Impac, appraising Spark’s
internally developed Gold Standard, with a
very positive review as confirmed by Spark’s
finalist position in the 2019 Safeguard
Industry awards governance section; the
Spark H&S team undertaking more than 90
risk assessments across the 46 Spark
exchange buildings and mobile/radio sites;
achieving Accident Compensation
Corporation’s tertiary level Accredited
Employer Programme; and developing and
introducing an online Health and Safety
induction programme and injury
management, available to all employees.
Spark’s total recordable injury frequency
rate (TRIFR) for FY19 among Spark
employees and contractors was 3.46%
(versus 3.17% in FY18). There were no
work-related incidents during the year
involving serious injury or death.
In FY20 we will focus on systems around
Spark’s critical H&S risks, such as asbestos,
confined spaces, fatigue, driving at work
and working at height. We will implement
our ‘SparkSafe’ capital programme for
exchange buildings, mobile sites and retail
stores and develop and implement H&S
roadmaps for units operating to Agile
methodologies.
—
Spark’s Blue Heart
programme supports a
‘heart-led’ approach to
diversity and inclusion.
Spark New Zealand Annual Report 2019Bringing the future faster
22
Our environmental impact
Our environmental impact
Our environmental
impact
Spark is committed to protecting and
restoring the environment through our
business operations and our value chain.
As a founding member of the Climate
Leaders Coalition we are committed to
business leadership and collective
action when it comes to addressing
climate change.
Addressing and responding to
climate change
In 2016 Spark set an ambitious target to
reduce our greenhouse gas emissions
(measured in tonnes of CO
2
e) by 25% from
FY16 levels by 2025.
As a technology business our main source
of greenhouse gas emissions is our use of
electricity to power our networks and to
host our customers’ networks in our data
centres. Reducing this in the face of steep
increases in customer demand for our
services every year (requiring more
investment in expanding our mobile
network in particular to meet demand) is a
long-term challenge, and over the past two
years we have seen our total greenhouse
gas emissions (and our electricity
consumption) increase slightly rather than
drop on 2016 levels. Our emissions are also
influenced by the percentage of renewable
energy used by New Zealand’s national grid,
which in turn is influenced by the weather
patterns of a particular year – something
that is out of our control.
Energy efficiency
We are very conscious of the challenges in
meeting our target but have several major
technology and infrastructure projects
under way, which are already substantially
improving our efficiency when it comes to
power use. We are confident that in the
medium to long term these projects will
help us to bring down our GHG emissions
and to meet our 2025 CO
2
e target.
These projects include:
• A five-year project, completed in
February 2019, to create a single radio
access network (SRAN) – essentially
taking mobile equipment from two
different providers and consolidating it
into one. This has brought a range of
energy efficiency benefits. For example,
it has allowed us to right-size our air
conditioning, DC (direct current)
rectifiers and battery lifecycle
replacements to match the energy
demands of a particular site, and by
deploying more temperature-tolerant
batteries we’ve reduced the energy
required for temperature control of our
equipment; and
• The closure of the legacy public
switched telephone network (PSTN) will
bring substantial efficiency gains, as well
as improve our service for customers.
The project is about a quarter of the way
complete, and Spark is accelerating our
energy reductions forecast in the
programme’s future. As of June 2019
PSTN equipment had been retired at
170 facilities delivering almost 11 GWh
per annum in technology and
infrastructure energy reductions.
Across our networks more generally we
continually look to operate as efficiently as
possible, and we benchmark well against
our international peers. In late 2018 Spark
engaged global technology leader and
consultancy, Bell Labs, to review all our
available facility and technology
performance measures. The review was
completed in February 2019 and found our
data centre and network building power
usage effectiveness (PUE) to be “very good”
and our traffic-vs-power growth ratio vs
industry standards to be “outstanding” when
measured against our international peers.
0
FY19FY18FY17FY16
OTHER
TRAVEL
REFRIGERANT
FLEET
DIESEL
ELECTRICITY
GREENHOUSE GAS EMISSIONS BY SOURCE
Tonnes-CO
2
e
10,000
20,000
30,000
0
50
100
150
200
FY19FY18FY17FY16
OFFICE
DATA CENTRES
NETWORK
ELECTRICITY CONSUMPTION
Gigawatt Hours (GWh)
GREENHOUSE GAS EMISSIONS BY SCOPE
Kilotonnes-CO
2
-
equivalents
FY16
BASEFY17FY18FY19
FY16/FY19
INCREASE/
(DECREASE)
Scope 1 & 2 (direct and
electricity emissions) 19 16 18 19 0%
Scope 3 (value chain
emissions) 8 8 10 9 12%
Total emissions 27 24 28 28 5%
23
Spark New Zealand Annual Report 2019Bringing the future faster
Other sources of emissions
In FY19 we did see a slight drop when
compared with FY18 in emissions from our
vehicle fleet, company travel, diesel
consumption and other sources, such as
waste. Refrigerant emissions were
unchanged.
We are very conscious of the need to
continue improving in these areas. In March
2019 we added 30 Mini Countrymen Plug-in
Hybrid Electric Vehicles (PHEV) to our fleet
and by December 2019 we will have a total
of 79 of these vehicles – making up a third
of Spark’s core corporate vehicle fleet.
PHEVs are currently the most practical
solution for Spark because many of our
sales and service staff using the vehicles are
required to travel large distances in areas
where charging infrastructure is not yet fully
available. The expected number of PHEVs in
our fleet is less than our original target of
150 EVs or PHEVs by October 2019 – which
would have seen our group fleet (including
all our fully-owned subsidiaries) reach 30%
EV or PHEV. We have found meeting this
target very challenging however we remain
committed to increasing the number of EVs
and higher-range PHEVs in our overall fleet
over time and to reporting transparently
on this.
Adapting to climate change impact
Climate change risk is managed within our
existing risk management processes. As
managing the risk of network outages and
availability of services for customers is core
to Spark’s business, the risk plan
incorporates impacts of weather-related
events, such as flooding, drought and
wildfires – which we expect to be the
biggest risk to our business from climate
change. We plan for the physical impact of
climate risk at the facility level as part of the
budgeting and planning process.
Climate-related regulatory risks are
evaluated in our annual business planning
process and more frequently on an ad hoc
basis as policy developments occur. The
Climate Change Response (Zero Carbon)
Bill is expected to be enacted later this year
and we are monitoring the implications for
our business.
Managing our waste
Our approach to managing waste is guided
by the four ‘Rs’ – recover, reuse, resell and
recycle. Where possible we apply this
approach to all parts of our value chain,
whether it is network equipment,
operational waste or packaging waste.
However, we recognise we have work to do
to improve in these areas.
In the coming year we have plans to focus
on managing our operational waste and
reducing marketing and product packaging
– both that are created by us (for example,
store bags or the packaging used when
sending products to customers) and that are
created by our suppliers.
E-waste and network recycling
Spark has a comprehensive programme for
managing end-of-life network equipment
and technology. This is separated into
different waste streams – such as mobile
phones, printed circuit boards, copper
cables, lead batteries and all types of
metals. The different items are sorted,
processed by our recycling partners and
then some components are sent overseas
for recycling, reselling or reusing.
In FY19 Spark recovered a total of 367.1
tonnes of e-waste, made up of 38.2 tonnes
of network e-waste and 328.9 tonnes of
network metals, cables and batteries.
Including the sale of surplus used
equipment, Spark generated approximately
$1.4 million from recycling/reuse initiatives,
up from $940,000 in FY18.
Mobile phone recycling
Spark is a member of the Telecommunication
Forum’s (TCF) RE:MOBILE product
stewardship scheme, which aims to recycle
or reuse as many of New Zealand’s discarded
mobile phones (and other pieces of
consumer technology, such as modems,
home phones and tablets) as possible. To
support this scheme, we have put recycling
bins in our stores and offices around
New Zealand and have publicised the option
of recycling to our customers and staff.
The scheme takes the discarded phones
and either refurbishes and on-sells them in
overseas markets or recycles them – with
any profits donated to charity Sustainable
Coastlines.
In FY19, 17,500 mobile phones or other
devices were reused or recycled through
this scheme. This has dropped from 25,400
in FY18 and 33,300 in FY17.
This is partly influenced by an increase in
the lifecycle of a device from an average of
2-3 years to 3-4 years, as things like battery
life improve. However, we recognise the
number of devices recycled through the
scheme could and should be higher. Spark
has been working with our industry
counterparts and the TCF to look at how we
can give the scheme a boost in terms of
public awareness and in overcoming the
barriers consumers feel in recycling their
devices. A project to do this at scale, led by
the TCF, is under way and will begin in the
early part of FY20. Spark has committed to
supporting and helping to resource this
project. We hope it will drive an uplift in the
number of devices recycled in FY20.
—
As part of our move towards a more
sustainable future at Spark, we introduced
the Mini Countryman Plug-in hybrid electric
vehicle to our fleet.
Spark New Zealand Annual Report 2019Bringing the future faster
24
Our community involvement
Our community involvement
Our community
involvement
Our work in the community plays a big
role in helping us achieve our purpose of
helping all of New Zealand win big in a
digital world. Charitable trust Spark
Foundation, supported by the wider
Spark group, takes the lead in shaping
and delivering our work in the
community, ensuring it aligns with our
Company values and all Spark people
can be a part of it.
Refreshing our community
strategy
Following the work across Spark to redefine
the Company purpose Spark Foundation
undertook a review of its own purpose
and strategy.
This refresh has seen a new vision for the
Foundation – that no New Zealander is left
behind in a digital world and a new mission
– to accelerate equitable access and
opportunities. The new strategy links
directly with Spark’s purpose..
The Foundation’s work contributes directly
to the “Fairness and Inclusion” focus in
Spark’s sustainability strategy.
Jump
In collaboration with the Foundation, Spark’s
major digital inclusion programme – Jump
– offers heavily subsidised broadband plans
to families with school-aged children who
cannot afford commercial broadband.
There are an estimated 35,000 homes with
school-aged children who don’t have access
to the internet due to affordability issues.
With classroom learning increasingly going
digital this is putting these children at a big
disadvantage and we are determined to
play a part in building equitable digital
access. Jump works through community
partners to find families who need the
product, as these partners know their
communities well and are well placed to
determine which families are most in need.
The programme has been running since
November 2016 and has seen promising
momentum in FY19, with the number of
connections increasing to 3,000.
Electric Garden
—
Helping children learn digital technologies by
applying IoT and coding technologies to their
school garden.
We are now looking at how we can make
it a sustainable part of the solution to
addressing the digital divide in
New Zealand – which will likely involve a
public-private partnership. One major
learning since launch is that while cost is
one barrier to connectivity and digital
inclusion, it is not the only barrier. Building
capability is also important. Solving the
problem will be more complex than simply
reducing costs and we are committed to
being part of this solution.
Catalytic philanthropy
In allocating funding Spark Foundation
takes a strategic partnership approach,
focussing on doing a few things well and
partnering with organisations whose work is
aligned to its mission. These relationships
are partnerships rather than being
transactional and they usually extend over
three to five years. Importantly, the Spark
Foundation looks for projects that are
catalytic effecting meaningful social impact
and systems change. As a corporate
foundation it is able to take on more risk
than other (particularly publicly funded)
organisations and so looks for early and
mid-stage programmes. Its funding gives
the programmes an opportunity to collect
evidence or carry out research to support its
model – and therefore to potentially secure
more long-term funding sources.
Jump
—
Our major digital inclusion
programme, Jump,
provides heavily-subsidised
broadband to 3,000 families.
The programmes Spark Foundation
currently funds are:
Code Club: A nationwide network of
volunteer-led coding clubs for Kiwi kids
aged 9–13 years old. It’s a fun way for
children to learn computer programming
and software design. The Code Club wants
to grow the number of code clubs around
New Zealand and give every Kiwi kid the
opportunity to learn to code, no matter who
they are or where they live.
The Electric Garden: A solution for teachers
of school years 5–8 to deliver digital
technologies education to children. The
Electric Garden supports digital learning
through gardening and develops gardening
knowledge through coding.
21C Skills Lab: Has launched the $20 Boss
programme across 30 schools in 2019 with
a goal of equipping kids with the
25
Spark New Zealand Annual Report 2019Bringing the future faster
knowledge and skills to succeed in a rapidly
changing world of work. The Like A Boss
programme is an exciting opportunity for
secondary school students to build their
own people or planet-focused business and
develop 21st century skills along the way.
Each student is given $20 of start-up capital
and the tools to create, launch and operate
their own venture, allowing them to make a
difference in and outside of the classroom.
The Digital Natives Academy (DNA):
Rotorua-based not-for-profit that inspires
young people and their families to create,
transform, shape and develop their own
digital tools. DNA is a living digital hub
where tamariki can learn code, rangatahi
can join eSports leagues, whānau can
integrate virtual tikanga and kids of all ages
can access the latest tech in a safe
environment. DNA has just announced a
partnership with Riot games (creators of
League of Legends) to pilot a responsible
gaming behaviour programme in the
Bay of Plenty.
Voluntari.ly: Is a platform currently in
development that will connect corporate
volunteers with classrooms to help teach
technology. From 2020 all schools in New
Zealand are expected to teach the Digital
Technologies curriculum but this does not
mean that teachers are equipped to do so.
Voluntari.ly seeks to help solve this problem.
Voluntari.ly is a product of the OMGTech
group and is currently in alpha mode ready
for full launch in January 2020.
Givealittle
—
New Zealanders gave generously to thousands
of causes – such as donating $18,000 to fund vital
medical treatment for young Ethan.
Total employees eligible
for volunteering:
4,565
Total employee
participation:
806
Percentage of employee
participation:
18 %
Volunteering results for the year
Spark Give results for the year
Employee
donations:
$ 481K
Spark Foundation’s
matching:
$ 221K
Number of employees
participating:
735
Volunteering and Payroll Giving
Our approach to staff volunteering
In line with its new strategy Spark Foundation is encouraging
Spark staff towards skill and mission-based volunteering. Skill
based volunteering means individuals leverage their
specialised skills and talents to assist not-for-profits. Mission-
based volunteering means volunteering with an organisation
whose work aligns with the purpose of Spark to help all of New
Zealand win big in a digital world.
To help our people find an appropriate skill or mission-based
volunteering opportunity the Foundation has partnered with
two platforms – Helptank and Voluntari.ly. We hope that this
new approach will help drive both greater uptake of the Spark
volunteer day but also greater impact from the volunteering
our people do.
Spark Give
Our payroll giving programme, Spark Give, enables our
people to donate to schools and charities via their pay, with
benefits for doing so. Spark Foundation matches the amount
employees donate dollar-for-dollar up to $500 per employee
per annual year. Since this programme was established in July
2011 over $6 million has been donated to New Zealand
schools and charities.
Givealittle
In FY19 Givealittle had another strong year
of helping to grow generosity in
New Zealand. The huge outpouring of grief
and support for New Zealand’s Muslim
communities following the terrorist attacks
in Christchurch resulted in more than
$10 million being donated to victims of
the attack through the Givealittle platform.
Thousands of messages written on the
page provided comfort and support to
the community affected.
When Spark Foundation acquired
Givealittle in November 2012, its vision was
to grow a generosity platform that would
provide a tangible positive societal impact
for New Zealanders. Nearly seven years
later, having grown annual donations from
$650,000 to more than $20 million, the
Foundation has achieved that goal. The
time is right to look for a new owner who
can continue to support Givealittle and
develop new services to take the platform
to the next level. Spark Foundation is open
to a range of potential ownership models.
Any proceeds from a sale will be retained
by Spark Foundation for future investment
in charitable projects.
Spark New Zealand Annual Report 2019Bringing the future faster
26
Our Board
Our Board
1. Justine Smyth
Chair
Justine joined the Board of Spark New
Zealand in December 2011 and became
Chair in 2017. She has extensive experience
in governance, mergers and acquisitions,
taxation and financial performance of large
corporate enterprises, as well as actively
investing in small and medium enterprises
(SMEs), underpins her contribution as a
director. Her background is in finance and
business management, having been a
Partner with Deloitte and Group Finance
Director at Lion Nathan. She is currently a
director of Auckland International Airport
Limited and Chair of The Breast Cancer
Foundation New Zealand. Former
governance roles include being a Board
member of the Financial Markets Authority
and Deputy Chair of New Zealand Post
Limited. Justine has a Bachelor of
Commerce from the University of Auckland
and is a Fellow of the New Zealand Institute
of Chartered Accountants and a Chartered
Fellow of the Institute of Directors.
2. Alison Barrass
Non-executive Director
Alison joined the Board in September 2016.
She brings a broad range of skills, including
knowledge and expertise in the fast-moving
consumer goods (FMCG) sector and in
governance, leadership and marketing-led
innovation. Her background includes 30
years’ experience at major international
FMCG companies, including PepsiCo,
Kimberley-Clark, Goodman Fielder and
Griffins Foods. She is currently a director with
GWA Group, Heilala Vanilla, Lewis Road
Creamery, Rockit Global and is Chair of Tom
& Luke Holdings Limited. Alison was
previously Chair of Methven Limited, Chair of
the Breast Cancer Research Trust and a
director of The Parenting Place. Alison has a
Bachelor of Science from the University of
Southampton and a Business Diploma in
Marketing from the University of Auckland.
Our Board
1.2.
3.4.
5.6.
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Spark New Zealand Annual Report 2019Bringing the future faster
3. Paul Berriman
Non-executive Director
Paul joined the Board in December 2011,
bringing over 35 years of international
experience in telecommunications, media and
convergence. Since 2002 he has been Group
Chief Technology Officer of the HKT Trust,
where he’s responsible for leading the group’s
product and technology roadmap and strategic
development. Prior to this he was Managing
Director of management consultancy Arthur D.
Little in Hong Kong and he has held roles in
Reuters and several major Hong Kong service
providers. In 2009 Paul was recognised by the
IPTV World Forum with its Special Merit Award
for Outstanding Industry Contribution and in
2008 he was listed as one of the Global
Telecoms Business Magazine’s top 100 “most
influential persons in telecoms”. He is a
Chartered Engineer who holds a Bachelor of
Science in electro-acoustics from the University
of Salford (United Kingdom) and a Masters in
Business Administration from the University of
Hong Kong. Paul is a Director of Rain Networks
in South Africa, Lynx Analytics in Singapore and
the global Next Generation Mobile Networks
Alliance of mobile network operators.
4. Pip Greenwood
Non-executive Director
Pip joined the Spark Board in April 2018
bringing significant experience in capital
markets, mergers and acquisitions,
telecommunications and governance. She was
formerly interim CEO of Russell McVeagh and a
senior partner at the firm, with over ten years’
experience on the firm’s Board, including time
as its Chair. Over the years Pip has advised on
many high-profile New Zealand corporate
transactions that have changed the face of
industries. She was a member of the New
Zealand Takeovers Panel from 2007 to 2011
and is a current director of Fisher & Paykel
Healthcare, Westpac New Zealand, The a2 Milk
Company and a trustee of the Auckland Writers
Festival. Pip has a Bachelor of Laws from the
University of Canterbury.
5. Ido Leffler
Non-executive Director
Ido joined the Board in June 2014. He
brings experience in developing digital
brands and extensive networks in the
start-up communities of Silicon Valley and
Australasia. Ido is the co-founder and Chief
Executive Officer at Yoobi, a United States
based school supplies company that
engages kids through bright colours, cool
designs and, most importantly, cause. He is
also Co-founder of Yes To Inc – a leading
global natural beauty brand; Co-founder
and Co-Chair of Brandless – a disruptive
consumer packaged goods company; and
the Co-Founder of Beach House Group – a
global consumer products solutions house.
He has a Bachelor of Business from the
University of Technology in Sydney.
6. Charles Sitch
Non-executive Director
Charles joined the Board in December
2011. He has more than 20 years’
experience in driving business strategy,
having worked for McKinsey & Company
from 1987, where he became senior
director in 2010, primarily working with
CEOs and Boards on strategy and
operations turnarounds, before retiring in
2010. Since 2006 he has been involved in
various new business ventures. Charles is
Chairman of the Board of Trinity College at
the University of Melbourne. He holds a
Masters in Business Administration from
Columbia Business School and a Bachelor
of Laws and a Bachelor of Commerce from
Melbourne University. He is also a Graduate
of the Australian Institute of Company
Directors.
Spark New Zealand Annual Report 2019Bringing the future faster
Bringing the future faster
28
Our Board
Strategic role of the Board
Spark’s Board plays a critical role in helping
to guide and test company strategy by
engaging in an ongoing conversation with
the Leadership Squad around key strategic
decisions. These decisions are in relation to
the long-term strategic planning and
direction of the business, for example,
Spark’s plans for, and approach to 5G. There
may be more specific initiatives that require
reference to the Board – for example, the
decision to move into the sports streaming
market or endorsing the proposal to
transition to Agile ways of working.
As the body elected by shareholders to
protect and enhance the value of Spark’s
assets, the Board also has oversight of
Spark’s financials and the annual and
three-year planning processes. Board
members engage in robust discussions with
management around the strategic direction
of the business to test and ensure
investment is going towards the things that
will deliver the best outcomes for the
Company and shareholders. This flows
through to Spark’s remuneration policies
where there is Board involvement in setting
targets and hurdles for short-term and
long-term incentives.
The Board also has oversight of Spark’s
non-financial performance – looking at
customer experience, environmental, social
and governance measures. In FY19 the
Board endorsed Spark’s new and refreshed
Sustainability Strategy.
Part of the Board’s non-financial
performance oversight has involved a
strong focus on improving diversity and
inclusion across Spark – and in particular
improving a balanced gender
representation at senior levels. This has
been led by Justine Smyth in her previous
role as Chair of the Human Resources and
Compensation Committee (HRCC) and
more recently in her current role as Board
Chair. Ms Smyth and her fellow Board
members have ensured diversity and
gender equality are true priorities at Spark,
have challenged the business to set stretch
targets in this regard and have helped lay
the foundations for the culture of diversity
and inclusion that is now flourishing across
the business.
Board changes
During the year we had two changes in the
Spark Board.
In May 2019 Alison Gerry resigned as a
director and stepped down from the Spark
Board with immediate effect. Charles Sitch,
who has been a director on the Spark Board
since 2011, was announced as the Chair of
the Audit and Risk Management Committee
(ARMC) following Ms Gerry’s departure.
When Simon Moutter resigned as Spark’s
Managing Director effective from 30 June
2019, he also stepped down from the
Spark Board.
Board succession
Spark’s Board has an appropriate mix of
tenure, skills, diversity and experience. This
allows the Board to be ambitious, deliver on
those ambitions and enable Spark to tackle
the challenges and opportunities of the
digital era.
The Board skills matrix on the following
page outlines the qualifications, capabilities,
geographical location, tenure and gender
of each member of the Board.
There is an ongoing Board succession
programme, which is focused on finding
new directors with relevant skills and
experience that complement the diverse
perspectives already represented around
the table.
Future Director
Spark also supports the Future Directors
programme and its first Future Director of
18-months, Nagaja Sanatkumar, was
appointed to the Board of NZ Post in March
this year. The Spark Board supports the
Future Director programme and will
consider a further appointment.
29
Spark New Zealand Annual Report 2019Bringing the future faster
Board skills matrix
Justine
Smyth
Alison
Barrass
Paul
Berriman
Ido
Leffler
Charles
Sitch
Pip
Greenwood
Qualifications
BCOM, FCA,
CFINSD
BSC, DIP BUS,
MARKETING
MBA, BSC,
CENG
BBSMBA, LLB,
BCOM
LLB
CapabilityDefinitions of categories
of capability
Strategic
knowledge for
scale telco/
technology
businesses
Experience as a senior executive in, or as a
strategy professional advisor to, large telco/
technology businesses.
Financial/
commercial
A strong accounting and finance background,
most likely being a chartered accountant,
having held the position of CFO in a significant
publicly listed company or leadership position
in a professional services/advisory firm.
Risk management
/legal/regulatory
Experience in identifying and mitigating both
financial and non-financial risks / extensive legal
experience/experience with influencing public
and regulatory policy decisions and outcomes.
Customer insight/
retail/brand
Experience as a senior executive responsible for
driving customer experience, including by
effectively using insights, optimising customer
journeys and building brand experience for
customers.
People leadership
and culture
Experience as a CEO of a significant publicly
listed company or large private stand-alone
company. Leadership skills, including the ability
to set appropriate organisation culture.
Listed company
governance
Listed company Board experience other than
Spark, experience with sophisticated
governance structures.
Capital markets/
capital structure
Strong knowledge of debt and equity capital
markets, and experience with mergers and
acquisitions/experience dealing with a range of
funding sources and capital structuring models.
Digital/media/
new markets
Experience as a senior executive in, or as a
professional advisor to, digital and/or media
business or businesses in emerging new markets.
Experience in the use of digital channels and the
latest innovative and digital technologies.
Geographical
location
NZNZHong Kong
Australia
AustraliaNZ
Tenure (years)
7.72.97.757.71.3
Gender
FFMMMF
KEY: HIGH CAPABILITY
MODERATE CAPABILITY
The Board has specifically limited High Capability and Moderate Capability to both having a maximum of two areas for each director, to
identify the predominant skills of each director.
Spark New Zealand Annual Report 2019Bringing the future faster
30
Our Leadership Squad
Our Leadership Squad
1. Jolie Hodson Chief Executive
As Chief Executive Jolie is responsible for
ensuring the Company has a sound strategy
and applies her leadership to delivering on
that strategy, while building a leadership
team around her and a business that is able
to adapt to the fast-changing world of
digital services. Jolie became CEO on 1 July
2019. Prior to that she was Spark’s Customer
Director. Jolie joined Spark in 2013 as CFO
before becoming CEO Spark Digital in
October 2016 – and in both roles played a
pivotal part in transforming Spark from a
legacy telco to a growing digital service
company. Prior to this she worked for 20
years in a range of senior finance roles for
the Lion Group and Deloitte. She has a
Bachelor of Commerce from the University
of Auckland.
2. Melissa Anastasiou General Counsel
Melissa was appointed to the Spark
Leadership Squad on 1 July 2018. As
General Counsel Melissa leads Spark’s legal
and compliance functions, providing Spark
with strategic legal and commercial
guidance, ensuring the business acts
lawfully and with the utmost integrity. She
has also played a pivotal role in leading out
Spark’s diversity and inclusion programme.
Melissa joined Spark in 2009 and undertook
a range of legal roles across the
organisation before being appointed as
Group General Counsel in 2012. Prior to
joining Spark Melissa spent a number of
years as a Senior Legal Counsel for UK
mobile provider Telefonica O2. She also has
extensive experience working for leading
corporate law firms in Auckland and the UK.
Melissa has a Bachelor of Laws from Victoria
University of Wellington.
1.2.
3.4.
5.6.
7.8.
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Spark New Zealand Annual Report 2019Bringing the future faster
3. Matt Bain Marketing Director
Matt was appointed as Spark Marketing
Director in November 2018, bringing his
outstanding digital marketing and customer
experience skills to place the customer right
at the centre of Spark’s thinking and actions.
Matt was previously based in Amsterdam as
European Managing Director for agency
AKQA – one of the world’s leading
innovation and brand experience agencies,
with responsibility for 500+ employees
across five countries. Over an 18-year career
Matt has built an impeccable international
reputation with some of the world’s greatest
brands – Nike, Heineken, Mini, Rolls Royce,
Siemens, EA Sports, Audi, Phillips, Tommy
Hilfiger and KLM amongst others. He holds
both a Bachelors and a Masters of
Commerce from the University of Auckland.
4. Mark Beder Technology Director
As Technology Director Mark steers the big
technology choices and deployments that
positions Spark to offer customers
New Zealand’s best data connectivity
experience. This means optimising the huge
investments in data networks, mobile, and IT
infrastructure to set Spark up for success
and growth and enable New Zealand’s
digital future. Mark became COO in 2016
after joining the business in 2003. Since
2003 he has held several senior roles,
including General Manager Value
Management with responsibility for Group
Procurement, IT and network investment,
management of the Chorus relationship and
mobile capacity. He has successfully driven
major initiatives and innovation, including
Spark’s Mobile network evolution and the
ongoing replacements of the PSTN with a
new Converged Communications Network
(CCN). Before joining Spark Mark worked as
a Senior Manager for Ernst and Young
Consulting in Auckland. He has a Bachelor
of Commerce from the University of
Auckland.
5. David Chalmers Finance Director
As Finance Director David draws on his
extensive experience in finance, media and
digital business to drive clear insights
around what customers value, what makes
the business more competitive and what
delivers value for Spark in rapidly changing
digital markets. His role includes
accountability for framing the key strategic
choices for Spark. He joined the Spark
Leadership Squad as CFO in October 2016.
Prior to Spark David was CFO for
Mediaworks, including a period of time as
interim CEO. He has held a number of
senior financial and general management
roles with iSelect Limited, Dulux Group
Limited and Macquarie Capital. David has
an MBA from INSEAD Business School and a
Bachelor of Commerce (Hons) from the
University of Melbourne.
6. Grant McBeath Customer Director
As Customer Director Grant is focused on
developing clear insight into what
customers value. He joined the business in
2013 as General Manager of Sales for the
Spark consumer and SMB business. He had
a period of six months as acting CEO for
Spark Home, Mobile and Business prior to
becoming Channel Leader, Consumer and
SMB when Spark transitioned to Agile ways
of working. Prior to working for Spark Grant
held a number of global executive roles at
Nokia throughout Asia and other Global
roles with Chevron Texaco, Coca-Cola and
Cadbury in New Zealand. Grant completed
a BCom at Auckland University, with double
majors in Marketing and Finance, and also
completed his MBA from the Helsinki
School of Economics.
7. Joe McCollum Human Resources (HR)
Director (until 31 August 2019)
As HR Director Joe understands the critical
importance of an organisational culture of
success and has been very involved in the
cultural shift at Spark. He joined Spark in
November 2012 bringing over 30 years’
global experience in leading
transformational HR initiatives at companies
undergoing significant change and
operating in rapidly changing markets. He
has a diverse background that includes
executive leadership positions in the
hospitality, music, software and media
industries in New Zealand, the UK and
elsewhere. This includes as HR Director for
Lion Nathan and senior roles at EMI and
news media group DMGT, global chemical
company ICI and global software provider
Misys. Joe also worked in Saudi Arabia for
five years in the 1970s as the HR Director for
a 4,500-staff hospital company before
joining Pepsi initially in Cyprus and then in
the headquarters in New York. He has an
MSc in Business Studies from Columbia
University.
8. Tessa Tierney Product Director
As Product Director Tessa is responsible for
designing and delivering products and
service experiences that customers value.
She joined Spark in November 2015 and
worked in marketing and sales leadership
roles before joining the team responsible
for successfully transitioning Spark into an
Agile organisation in 2017. She is highly
regarded as a leading Agile and product
development practitioner. Tessa brings to
the role more than 16 years of experience in
information and communication
technologies, having previously held a
variety of roles at Vodafone New Zealand.
She has a Diploma in Communications
Studies from Manukau Institute of
Technology.
Heather Polglase
HR Director (from 1 September 2019)
Heather joined Spark in 2013 and has over
20 years international experience as an HR
professional, with a proven track record for
business transformation, talent
management, leadership development and
succession planning across a range of
industries including FMCG, retail,
hospitality, technology and
telecommunications. At Spark Heather has
held various senior HR positions and
delivered a number of critical initiatives,
including being a key architect of Spark’s
Leadership and Development programme
to build high performing teams and leaders.
Most recently she has been the Lead HR
Partner across the Customer and Marketing
areas of Spark. Prior to joining Spark
Heather was a senior HR leader for almost a
decade within Progressive Enterprises then
spent two years in Australia leading HR,
Strategy & Change Management at Dan
Murphy’s. She has a Bachelor of Business
Studies Degree (Hospitality Management)
from Auckland University of Technology.
Spark New Zealand Annual Report 2019Bringing the future faster
32
Our governance and risk management
Our governance and risk management
Our governance and
risk management
To achieve Spark’s purpose we must
successfully execute our business
strategy and plan, while maintaining high
standards of operational performance
and corporate governance.
Maintaining high standards of
corporate governance
The Board regularly reviews and assesses
Spark’s governance structures and
processes to ensure that they are consistent
with international best practice, in both form
and substance.
Spark has complied with the
recommendations of the NZX Corporate
Governance Code and substantially
complied with the principles and
recommendations of the ASX Corporate
Governance Councils Principles and
Recommendations (4th Edition) for the FY19
reporting period. You can read about how
we have complied with these
recommendations and principles in Spark’s
Annual Corporate Governance Statement
2019 at https://www.sparknz.co.nz/about/
governance.
Copies of, and details about, Spark’s
corporate governance policies, practices
and processes can be found on our website
at: https://www.sparknz.co.nz/about/
governance.
Non-financial performance and
reporting
In addition to our focus on strong corporate
governance Spark seeks to present a clear
and transparent assessment of our
environmental and social performance over
the year. In FY19 we strengthened this by
reporting in accordance with GRI standards
for the first time. As in previous years we
have included a clear description of
strategic and operational objectives, and
our progress in achieving these objectives,
in the front half of this report.
Managing risk
The Managing Risk Policy balances the
pursuit of value creating opportunities, with
awareness of the challenges to achieving
these. It comprises an integrated set of
functions and responsibilities spanning the
organisation and it leverages other
governance elements, such as the
empowerment and performance
management frameworks.
Spark’s Managing Risk Framework (MRF) is
benchmarked to COSO ERM 2017, a
leading practice external standard for risk
management. COSO’s ERM framework is
structured into five risk management
process domains. Each one is supported by
explanatory principles. Each domain plays
an important role in the management of
Spark’s business risks. The MRF is assessed
each year as part of year-end procedures
(typically July) and externally every three
years to ensure it is consistent with leading
practice. The results and improvement
actions from these reviews are agreed with
the Audit and Risk Management Committee
of the Board.
• Governance and Culture – reinforcing
the importance of risk management and
influencing how people apply the MRF;
• Strategy and Objective Setting –
integrating risk management into
strategy setting and business planning
and review;
• Performance – maintaining a portfolio
view of risks under active management
during the pursuit of business
objectives;
• Review and Revision – identifying and
implementing opportunities to
continuously improve ERM’s capability to
improve business performance; and
• Information, Reporting and
Communication – obtaining and sharing
the necessary internal and external
information across Spark.
Advancements achieved in FY19
During FY19 we have focused on strategy
and objective setting and performance.
Achievements include integrating our
principal risk process, which captures and
analyses Spark’s business risks, with the
Quarterly Business Review (QBR) process.
We reworked our process so the principal
risk profile is considered alongside other
business performance information (e.g.
actual results, forecasts) by the Leadership
Squad when setting the objectives for the
next business performance period (typically
quarters). The principal risk process
considers whether Spark has material
exposure to environmental and social risks
and how it intends to manage them. Spark’s
new objective of Lead on Sustainability
communicates the key activities of Spark’s
newly launched Sustainability Strategy.
Focus areas for FY20
For FY20 we are going to continue
focusing on the strategy and objective
setting and performance domains. Planned
initiatives include:
• Using risk appetite statements to
improve guidance for decision-makers;
• Improving the layout of the principal risk
profile so it is more visually appealing;
and
• Improving the consistency of risk
management practices in the quarterly
business review process.
Business continuity and crisis
management
The Business Continuity and Crisis
Management Policy protects customers
from the impact of disruptive events,
ensures value-generating activities are
resilient and complies with relevant external
standards, for example, Civil Defence and
111 obligations.
Spark’s framework is benchmarked to
ISO 22301 and ISO 22313, which are
acknowledged as leading practice
standards for business continuity. The core
elements of the framework are crisis
management, incident and problem
management, business continuity plans,
network and technology disaster recovery
plans, work area recovery sites and
readiness and assurance activities.
Advancements of the framework in FY19
Notable achievements in FY19 include:
• Replacing the platform used for incident
and problem management so that we
have one system and process for
managing customer and internal
incidents. Previously there were several
non-integrated systems that required
manual transfer of information to
operate; and
• Testing the Crisis Management Plan to
ensure it works following the changes
resulting from the Agile operating
model. We did this by assembling the
Level 1 Crisis Team and running a
realistic scenario of events. Improvement
feedback was captured by all
participants and members of the Spark
Board who attended as observers.
Focus areas for FY20
For FY20 we will enhance our crisis
management plans to be better prepared
for brand reputation damaging events and
assuring the ongoing effectiveness of
readiness activities. Examples include,
improved communication procedures and
testing to confirm we have appropriate
recovery and business continuity plans for
critical business systems and functions.
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Spark New Zealand Annual Report 2019Bringing the future faster
SUPPLIER
CODE OFCONDUCT
Delivering safety, sustainability,
diversity and fairness in sourcing for
Spark and its customers
Our
suppliers
We spend more than $2 billion a year with
more than 2,000 direct suppliers (a mixture
of local and global businesses) to meet our
customers’ needs. Our supply chain is
complex, as our direct suppliers often have
suppliers of their own. We work hard to
ensure integrity in our supply chain, using
our Supplier Code of Conduct and regular
business reviews with key suppliers.
We manage our relationships based on the
strategic importance to Spark and our
customers. This is split across two
management frameworks – Strategic
Partnership Management and Strategic
Supplier Management. Our Strategic
Partnership Management framework is how
we partner with suppliers that directly
impact our customers. The primary goal is to
maintain, grow and seek out partnerships
that enable beneficial growth in new and
existing markets and provide value-added
services to customers. Our Strategic
Supplier Management framework allows us
to focus on key relationships by building
and maintaining world-class services, with
cost leadership and resilience as a
significant focus.
Spark’s Supplier Code of Conduct
About the Code
We are committed to sourcing our products
and services from suppliers that provide
safe working conditions, treat workers with
respect and dignity and conduct business
ethically and in an environmentally and
socially responsible manner. Our Supplier
Code of Conduct sets out the minimum
standards we expect from all of our
suppliers across labour and human rights,
health and safety, environmental
sustainability and ethical business practices,
see https://www.sparknz.co.nz/suppliers.
The Code was implemented in FY18, and
our initial focus was on aligning our internal
procurement practices and developing a
comprehensive system to ensure our
suppliers understood the purpose and
outcomes of having a Code and were
adhering to it and a follow-up actions for
non-conformities.
Embedding the Code in FY19
In FY19 we have focused on developing
and embedding this system, by taking the
following actions:
• We worked with our top 100 suppliers
by contract value to ensure they are
signed up to the Code or they can
demonstrate they have and are adhering
to an existing Supplier Code that is
equivalent to our Code;
• Using the Code as a basis we carried out
four comprehensive audits of large,
offshore-based suppliers. These were
selected from high-risk locations,
according to FTSE4Good criteria. Our
audits looked in detail at the application
of policies and controls and included
one physical site inspection;
• We ensured all our significant new
suppliers signed up to the Code as part
of their onboarding process. In the past
financial year, the only suppliers who did
not sign up to the code were those for
whom it would not be practical because
of the nature of the contract – for
example if the business is subscribing to
a piece of software for a short period of
time, and there is no request for
proposal (RFP) process involved in
selecting it; and
We recognise that our
suppliers play an important
role in helping us deliver
outstanding products and
services to Spark customers.
• Where suppliers were unable to meet
the requirements of the Code we
implemented our process of
remediation plans and timeframes. Our
suppliers take the Code seriously and
we have regular conversations with them
about it as part of our business
performance reviews. To date this
process has worked effectively and there
have been no serious breaches
identified during FY19.
Further developing procurement
practices
In FY20 we will continue to require that all
new suppliers sign up to our Code, and we
will carry out at least four ‘deep dive’ audits,
including site visits where appropriate.
We are also going beyond the Supplier
Code of Conduct to incorporate
environmental, social and ethical
considerations into our supplier selection
processes. This involves including a scored
section in our RFP process where we seek
information from suppliers on their
non-financial performance and credentials.
We expect to have these criteria finalised
and incorporated into our standard RFP
process during FY20.
Spark New Zealand Annual Report 2019Bringing the future faster
34
Leadership and Board remuneration
Leadership and Board remuneration
Spark seeks to remunerate its leaders
with competitive salaries, paying in line
with the market so we can recruit and
retain the best talent. In keeping with our
focus on customer experience we
incorporate customer satisfaction
measures into our performance incentives.
Leadership Squad remuneration
Remuneration mix
The table below shows the FY19
remuneration mix for the Leadership Squad
expressed as a percentage of Fixed
Remuneration. The Short-Term Incentive
(STI) scheme and Managing Director’s
Performance Equity Incentive (PES), a
deferred STI, are expressed at target, which
is 50% of the maximum opportunity, and the
Long-Term Incentive scheme (LTI) values
represent the maximum LTI cash bonus.
Leadership Squad remuneration
Long-Term Incentive40% of base
Short-Term Incentive50% of base
SalaryBase
Managing Director remuneration
Long-Term Incentive71% of base
Performance Equity Incentive44% of base
Short-Term Incentive56% of base
SalaryBase
Fixed remuneration
All Spark employee packages – including
the Leadership Squad - include a fixed
remuneration component that is set based
on contribution, experience and market
relativities. Fixed remuneration supports the
attraction, motivation and retention of highly
skilled executives.
Fixed remuneration generally consists of
base salary. KiwiSaver generally sits outside
of fixed remuneration and as such,
KiwiSavers receive employer contributions
on top of base salary and cash incentives.
A number of Spark-funded benefits –
including medical and life insurances – are
Leadership and
Board remuneration
also available to eligible employees on top
of fixed remuneration.
Short-term incentive schemes
Spark operates a small number of short-
term incentive schemes, from monthly and
quarterly commission and sales incentive
plans, to annual cash-based short-term
incentives. Employees in specific sales
positions may have a component of their
remuneration subject to individual or
divisional sales performance targets, such
that their total remuneration potential is
directly linked to the acquisition and
retention of profitable business for Spark.
For senior leaders, including the Leadership
Squad, a component of their remuneration
package is at risk in the form of an annual
cash-based short-term incentive. Spark’s STI
scheme rewards senior leaders for the
achievement of annual performance
objectives, with payments awarded from a
fixed cash pool that is set based on overall
Spark performance against financial and/or
non-financial annual performance
objectives. Eligibility to participate in the STI
scheme is at the discretion of the Company
and is targeted at individuals in senior roles
who play a significant role in driving the
overall performance of Spark.
The STI scheme rules contain a provision
that allows Spark to clawback any payments
made under the STI scheme, for a period of
12 months following the payment, in the
event of a material financial misstatement or
should it be found that the participant
committed an act of fraud that affected the
eligibility to, and amount of, the payment.
FY19 SHORT-TERM INCENTIVE SCHEME
OUTCOMES
For FY19 substantively all STI participants
shared the same Spark Group targets
comprising EBITDAI, Group Gross Labour
Cost and Customer Experience measures.
The FY19 Group performance outcome, as
approved by the Board, is summarised as
follows:
Performance
metric
Weighting
%
Result
Group EBITDAI40%35%
Group Gross
Labour Cost
25%61%
Customer
Experience
35%35%
Total100%131%
Based on the above result the total available
funding pool for all eligible STI participants
across Spark for FY19 was $7.4 million. Total
payments cannot exceed $7.4 million.
FY20 SHORT-TERM INCENTIVE SCHEME
TARGET
The mechanics of the FY20 STI will be
similar to FY19. Group results will be the
main determinate of the STI pool, with
substantially all participants sharing the
same Group targets. The FY20 Group
targets will be a combination of EBITDAI
and Customer Experience as in FY19 and an
additional measure based on Spark Sport
performance.
Long-term incentive schemes
Spark believes that senior leaders should
have part of their remuneration linked to the
long-term performance of the Company, so
for the Leadership Squad and a select
group of senior leaders, a long-term
incentive forms part of their remuneration
package. In FY19 the Company operated
one main scheme – the Spark New Zealand
Long Term Incentive Scheme.
FY19 LONG-TERM INCENTIVES
In September 2018 members of the
Leadership Squad and selected senior
leaders acquired shares under the Spark
New Zealand Long Term Incentive Scheme
– introduced in FY16. Under the scheme an
interest-free employee share loan is
provided by the Company for the sole
purpose of enabling the employee to
acquire restricted shares in Spark – these
shares being held in trust for a period of
35
Spark New Zealand Annual Report 2019Bringing the future faster
three years, after which, if the employee
remains employed by Spark New Zealand
Trading Limited, the company makes
payment of a cash bonus to the employee
that is used to pay off the remaining loan
balance. The shares are unrestricted.
Unvested shares are purchased from the
employee and the proceeds are used to
repay the employee share loan. A
performance hurdle applies to all issues of
restricted shares under the scheme, creating
stronger shareholder alignment for all
participants and requiring a minimum level
of performance for any value to be
delivered to employees. Restricted shares
carry full dividend entitlements but
dividends are applied to repay the interest-
free loan during the restrictive period.
Participants are able to exercise any voting
rights attached to the shares.
FY19 LONG-TERM INCENTIVE
PERFORMANCE MEASURE
Vesting of the FY19 LTI grant (September
2018 grant) is contingent on participants’
continued employment with Spark through
to September 2021 and the Company
achieving a Total Shareholder Return (TSR)
performance hurdle. TSR is a measure of
share price appreciation and dividends paid
over the three-year period of the grant. The
target for this hurdle is Spark’s cost of equity
plus 1% compounding annually.
FY20 LONG-TERM INCENTIVE SCHEME
For FY20 members of the Leadership Squad
(including the CEO) and selected senior
leaders will be granted options under the
new Spark Long Term Incentive Scheme.
Under the scheme participants are granted
options at the start of the three year vesting
period. The number of options granted
equals the gross LTI value divided by the
volume weighted average price of Spark
New Zealand shares for the 20 days prior to
the grant date. Subject to satisfaction of the
performance hurdle and continued
employment, at vesting each option
converts to a Spark share based on a
zero-exercise price. If the target is not met
(or the participant leaves) then the options
simply lapse.
FY20 LONG-TERM INCENTIVE
PERFORMANCE MEASURE
The performance hurdle for the FY20 LTI
grant (September 2019 grant) remains the
same as FY19: participants’ continued
employment with Spark through to
September 2022; and the Company
achieving a Total Shareholder Return (TSR)
performance hurdle. TSR is a measure of
share price appreciation and dividends paid
over the three-year period of the grant. The
target for this hurdle is Spark’s cost of equity
plus 1% compounding annually.
PERFORMANCE EVALUATION
The CEO will annually review the
performance of her direct reports. The
evaluation is undertaken using criteria set by
the CEO, including the performance of the
business, the accomplishment of strategic
and operational objectives and other
non-quantitative objectives agreed with the
HRCC at the beginning of each financial
year. The last Leadership Squad evaluations
were undertaken during June 2019, with
any changes to remuneration being
effective 1 July 2019.
Managing Director FY19
remuneration
Page 96 of this report details the actual
remuneration paid to the Managing
Director, Mr Simon Moutter, for FY19,
including short and long-term incentive
outcomes.
Managing Director’s FY19 remuneration
structure
The table below shows the FY19
remuneration mix for the Managing Director
expressed as a percentage of base salary.
The STI scheme and Performance Equity
Incentive (PES), a deferred STI, are
expressed at target, which is 50% of the
maximum opportunity and the LTI values
represent the maximum LTI cash bonus.
Long-Term Incentive71% of base
Performance Equity Scheme44% of base
Short-Term Incentive56% of base
SalaryBase
Managing Director short-term
incentive scheme
The Managing Director was eligible for an
annual cash-based short-term incentive,
subject to the achievement of specific
performance objectives set by the Board
based on Spark’s strategy and business plan
for the financial year. The objectives related
to EBITDAI, Group Gross Labour Cost and
Customer Experience.
Managing Director performance
equity scheme
In addition to the cash-based short-term
incentive scheme the Managing Director
was also eligible for an award of
redeemable shares under the Managing
Director PES. This scheme essentially acted
as a deferred incentive scheme – the value
of the award being linked to the same
performance objectives that applied to the
Managing Director’s annual cash-based STI
scheme, with the award deferred for a two
year period. At the Board’s determination,
based on the Managing Director’s
performance against the performance
objectives described above (that applied to
the Managing Director STI scheme), the
value of the award was 123.8% of the
Managing Director’s target equity incentive
value under the PES. This value is used to
determine the number of redeemable
ordinary shares granted to the Managing
Director. The Managing Director is
prohibited from disposing of these
redeemable ordinary shares for two years –
at the end of which the shares will reclassify
into ordinary shares.
Managing Director’s long-term
incentive scheme
For FY19 the Managing Director’s annual
long-term incentive was granted as
restricted shares under the Managing
Director’s Long-Term Incentive Scheme –
the scheme established and first granted
in FY16.
The long-term incentive component of the
Managing Director’s remuneration package
is designed to link part of his remuneration
Spark New Zealand Annual Report 2019Bringing the future faster
Bringing the future faster
36
Leadership and Board remuneration
to the long-term performance of Spark and
align his interests with those of shareholders,
through the grant of restricted shares with a
post-allocation performance hurdle.
Performance hurdle
A performance hurdle applies to all
long-term incentives made to the Managing
Director, including the existing ‘in-flight’
restricted shares.
This hurdle is agreed by the Board and sets
a minimum level of performance that is
required to be achieved over the period of
each grant, for the long-term incentive to be
eligible to vest. For the restricted shares
granted in FY17, FY18 and FY19, a
performance hurdle of Spark’s TSR applies.
The target for this hurdle is Spark’s cost of
equity plus 1% compounding annually.
Spark’s TSR must meet or exceed this target
over the period of the grant (from the date
the restricted shares were granted each year
to the date three years after that date) for
the restricted shares to vest. If Spark’s TSR
does not meet this target all of the restricted
shares will lapse. Testing to determine
whether the TSR performance hurdle has
been met will occur at the end of the vesting
period of the grant. The Board will receive
independent advice to the effect that the
performance hurdle has been met, or not
met, in determining whether the restricted
shares will vest or if the restricted shares
will lapse.
Leadership certainty – good leaver
provisions
Spark put in place certain ‘good leaver
provisions’ for the Managing Director’s PES
and LTI Scheme to extend past FY19 on the
following terms.
If either the Managing Director or Spark
decided that employment was to end on or
after 30 June 2019 (and provided the
Managing Director did not leave to join a
competitor), the PES and LTI Scheme grants
would be treated under ‘good leaver’
circumstances and would remain until the
original vesting dates as set out in the
original PES and LTI scheme offer letters.
The Board also committed to awarding
the Managing Director the PES award that
he earned in FY19. This PES award will be
granted to the Managing Director in
September 2019 in the form of
redeemable ordinary shares and will have a
two-year vesting period in line with previous
grants under this scheme. No other PES
or LTI awards will be granted to the
Managing Director.
These provisions were to incentivise the
Managing Director to remain in the role
until at least the conclusion of FY19. The
Managing Director ceased employment
(via resignation) at the conclusion of FY19,
therefore the above ‘good leaver
provisions’ apply.
CEO remuneration
Remuneration policy, strategy and
governance
CEO Jolie Hodson’s remuneration package
reflects the scope and complexity of her
role and is set by the Board with reference
to the remuneration of CEOs of similarly
sized organisations.
CEO Remuneration FY20
For FY20 the CEO’s remuneration package
comprises a fixed cash component, an
at-risk short-term incentive and an at-risk
long-term incentive (to be awarded under
the Spark New Zealand Long Term Incentive
Scheme). The construct of the CEO’s
remuneration package is such that 60% of
her remuneration package is at risk. The
table below shows the at-target
remuneration mix:
Long-term Incentive75% of base
Short-term Incentive75% of base
SalaryBase
The CEO is also expected to maintain a
holding of Spark shares as set out on page
97 of this report.
Remuneration components
SHORT-TERM INCENTIVE SCHEME
The CEO is eligible for an annual cash-
based short-term incentive, subject to the
achievement of specific performance
objectives set by the Board based on
Spark’s strategy and business plan for the
respective financial year. These objectives
will be a combination of financial and
non-financial measures. The Board will
assess the CEO’s performance at the end of
the financial year to determine the actual
payment value of her short-term incentive,
which will be in the range of 0% to 200% of
her target value.
LONG-TERM INCENTIVE SCHEME
For FY20 the CEO’s annual LTI will be
granted as share options under the Spark
Long Term Incentive Scheme. Under the
scheme the CEO is granted options at the
start of the three-year vesting period. The
number of options granted equals the gross
LTI value divided by the volume weighted
average price of Spark shares for the 20
days prior to the grant date. Subject to
satisfaction of the performance hurdle and
continued employment, at vesting each
option converts to a Spark share based on a
zero exercise price. If the target is not met
(or the participant leaves) then the options
simply lapse.
The LTI component of the CEO’s
remuneration package is designed to link
part of her remuneration to the long-term
performance of Spark, and align her
interests with those of shareholders,
through the grant of options with a
post-allocation performance hurdle.
Performance hurdle
A performance hurdle applies to LTI made
to the CEO. This hurdle is agreed by the
Board and sets a minimum level of
performance that is required to be achieved
over the period of each grant, for the
long-term incentive to be eligible to vest.
For FY20 a performance hurdle of Spark’s
TSR applies. The target for this hurdle is
Spark’s cost of equity plus 1%
compounding annually.
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Spark New Zealand Annual Report 2019Bringing the future faster
Spark’s TSR must meet or exceed this target
over the period of the grant (from the date
the options are granted to the date three
years after that date) for the options to vest.
If Spark’s TSR does not meet this target all of
the options will lapse. Testing to determine
whether the TSR performance hurdle has
been met will occur at the end of the vesting
period of the grant. The Board will receive
independent advice to the effect that the
performance hurdle has been met, or not
met, in determining whether the CEO can
exercise the options or whether the options
will lapse.
CEO termination
Spark may terminate the CEO’s employment
with three months notice. A payment of nine
months base remuneration will be made,
plus entitlements for annual performance
incentives and long-term incentives subject
to the rules relating to these incentives, in
the case of termination by Spark, other than
for termination for cause.
If there is a change of control that results in
the CEO no longer being the CEO of a
publicly listed company, then she will be
able to terminate her employment with
three months’ notice and receive payment
as if Spark had terminated her employment.
Spark may also terminate the CEO’s
employment without notice for defined
causes, in which case she will receive no
further entitlement to any remuneration.
Board remuneration
Remuneration and strategy
The remuneration of directors is reviewed
annually by the HRCC – taking account of
the Company’s size and complexity and the
responsibilities, skills, performance and
experience of the directors – with
recommendations made to the Board for
approval. Specialist independent
consultants may be engaged from time to
time to provide advice and ensure that the
remuneration of Spark’s directors is
appropriate and comparable to that of
similar companies in New Zealand and, as
relevant, Australia.
Apart from the Managing Director, no
director of Spark received compensation in
the form of share options or restricted
shares, nor did they participate in any bonus
or profit-sharing plan. That said, non-
executive directors are expected to maintain
a holding of Spark shares as set out on page
103 of this report. As is the case for
employees directors are required to comply
with the Insider Trading Policy when buying
or selling Spark shares and any such
transactions are disclosed to the market.
Remuneration components
Excluding the former Managing Director
(Simon Moutter) no superannuation or
retirement allowance was paid to any Spark
director during FY19. Spark does not have
service contracts with any director (apart
from the Managing Director) that provide
for any benefits or remuneration in the
event that a director’s service with Spark is
terminated. From FY18 New Zealand-based
non-executive directors were eligible for
Spark-funded medical insurance. From FY19
non-executive directors were also eligible
for Spark-funded life insurance.
Spark New Zealand Annual Report 2019Bringing the future fasterFinancial statements
38
Financial statements
Financial
statements.
These financial statements were authorised for issue
on 21 August 2019 on behalf of the Board by:
Justine Smyth Charles Sitch
Chair Chair, Audit and Risk
Management Committee
39
Spark New Zealand Annual Report 2019Bringing the future faster
Financial statements40
Notes to the financial statements44
Section 1 - General information
1.1About this report
1.2Key estimates and assumptions
1.3Significant transactions and events in the financial year
1.4Impact of adoption of NZ IFRS 15 and NZ IFRS 16
Section 2 – Financial performance information
2.1Segment information
2.2Operating revenues and other gains
2.3Operating expenses
2.4Finance income, finance expense, depreciation, amortisation and
net investment income
2.5Non-GAAP measures
Section 3 – Assets
3.1Receivables and prepayments
3.2Inventories
3.3Long-term investments
3.4Right-of-use assets
3.5Leased customer equipment assets
3.6Property, plant and equipment
3.7Intangible assets
3.8Net tangible assets
Section 4 – Liabilities and equity
4.1Payables, accruals and provisions
4.2Lease liabilities
4.3Debt
4.4Capital risk management
4.5Equity and dividends
Section 5 - Financial instruments
5.1
Derivatives and hedge accounting
5.2
Financial risk management
Section 6 - Other information
6.1Income tax
6.2Employee share schemes
6.3Related party transactions
6.4Subsidiaries
6.5Reconciliation of net earnings to net cash flows from operating
activities
6.6Commitments and contingencies
6.7Additional information on the impact of NZ IFRS 15
Independent auditor’s report90
Bringing the future faster
Spark New Zealand Annual Report 2019Bringing the future fasterFinancial statements
40
Statement of profit or loss and other comprehensive income
YEAR ENDED 30 JUNE
RESTATED
1
20192018
NOTES$M$M
Operating revenues and other gains2.2 3,533 3,533
Operating expenses2.3 (2,443) (2,552)
Earnings before finance income and expense, income tax, depreciation,
amortisation and net investment income (EBITDAI) 1,090 981
Finance income2.4 37 35
Finance expense2.4 (85) (77)
Depreciation and amortisation2.4 (477) (481)
Net investment income2.4 14 47
Net earnings before income tax 579 505
Income tax expense6.1 (170) (140)
Net earnings 409 365
Other comprehensive income
Items that will not be reclassified to profit or loss:
Revaluation of long-term investments designated at fair value through
other comprehensive income3.3 87 (22)
Items that may be reclassified to profit or loss:
Cash flow hedges net of tax5.1 (59) (6)
Other comprehensive income/(loss) 28 (28)
Total comprehensive income 437 337
Earnings per share
Basic and diluted earnings per share (cents) 22.3 19.9
Weighted average ordinary shares and options (millions) 1,836 1,834
See accompanying notes to the financial statements.
1 Restated for the impact of adoption of NZ IFRS 15 and NZ IFRS 16, see note 1.4.
41
Spark New Zealand Annual Report 2019Bringing the future faster
Statement of financial position
RESTATED
1
RESTATED
1
AS AT
30 JUNE 2019
AS AT
30 JUNE 2018
AS AT
1 JULY 2017
NOTES$M$M$M
Current assets
Cash 54 55 52
Short-term receivables and prepayments3.1 755 648 606
Short-term derivative assets5.1 2 6 -
Inventories3.2 100 79 94
Taxation recoverable - 19 -
Total current assets 911 807 752
Non-current assets
Long-term receivables and prepayments3.1 291 276 257
Long-term derivative assets5.1 32 10 7
Long-term investments3.3 182 98 108
Right-of-use assets3.4 625 627 603
Leased customer equipment assets3.5 55 31 29
Property, plant and equipment3.6 1,012 1,039 1,070
Intangible assets3.7 987 956 898
Total non-current assets 3,184 3,037 2,972
Total assets 4,095 3,844 3,724
Current liabilities
Short-term payables, accruals and provisions4.1 447 481 466
Taxation payable 19 3 2
Short-term derivative liabilities5.1 14 - 30
Short-term lease liabilities4.2 31 26 24
Debt due within one year4.3 433 249 295
Total current liabilities 944 759 817
Non-current liabilities
Long-term payables, accruals and provisions4.1 68 34 32
Long-term derivative liabilities5.1 111 63 45
Long-term lease liabilities4.2 459 448 423
Long-term debt4.3 962 948 692
Deferred tax liabilities6.1 86 109 114
Total non-current liabilities 1,686 1,602 1,306
Total liabilities 2,630 2,361 2,123
Equity
Share capital 945 941 935
Reserves (409) (437) (406)
Retained earnings 929 979 1,072
Total equity 1,465 1,483 1,601
Total liabilities and equity 4,095 3,844 3,724
See accompanying notes to the financial statements.
1 Restated for the impact of adoption of NZ IFRS 15 and NZ IFRS 16, see note 1.4.
Bringing the future faster
Spark New Zealand Annual Report 2019Bringing the future fasterFinancial statements
42
Statement of changes in equity
SHARE
CAPITAL
RETAINED
EARNINGS
HEDGE
RESERVE
SHARE-BASED
COMPEN-
SATION
RESERVE
REVALUATION
RESERVE
FOREIGN
CURRENCY
TRANSLATION
RESERVETOTAL
YEAR ENDED 30 JUNE 2019NOTE$M$M$M$M$M$M$M
Balance at 1 July 2018 941 979 (26) 2 (390) (23) 1,483
Net earnings – 409 – – – – 409
Other comprehensive income/(loss) – – (59) – 87 – 28
Total comprehensive income/(loss) – 409 (59) – 87 – 437
Contributions by, and distributions to, owners:
Dividends4.5 – (459) – – – – (459)
Supplementary dividends – (42) – – – – (42)
Tax credit on supplementary dividends – 42 – – – – 42
Issuance of shares under share schemes 4 – – – – – 4
Total transactions with owners 4 (459) – – – – (455)
Balance at 30 June 2019 945 929 (85) 2 (303) (23) 1,465
RESTATED
SHARE
CAPITAL
RETAINED
EARNINGS
HEDGE
RESERVE
SHARE-BASED
COMPEN-
SATION
RESERVE
REVALUATION
RESERVE
FOREIGN
CURRENCY
TRANSLATION
RESERVETOTAL
YEAR ENDED 30 JUNE 2018NOTES$M$M$M$M$M$M$M
Balance at 30 June 2017 935 1,122 (20) 5 (368) (23) 1,651
Adjustment on adoption of NZ IFRS 9 (net of tax)1.4 – (12) – – – – (12)
Adjustment on adoption of NZ IFRS 15 (net of tax)1.4 – 18 – – – – 18
Adjustment on adoption of NZ IFRS 16 (net of tax)1.4 – (56) – – – – (56)
Restated balance at 1 July 2017 935 1,072 (20) 5 (368) (23) 1,601
Net earnings – 365 – – – – 365
Other comprehensive income/(loss) – – (6) – (22) – (28)
Total comprehensive income/(loss) – 365 (6) – (22) – 337
Contributions by, and distributions to, owners:
Dividends4.5 – (458) – – – – (458)
Supplementary dividends – (50) – – – – (50)
Tax credit on supplementary dividends – 50 – – – – 50
Issuance of shares under share schemes 6 – – (3) – – 3
Total transactions with owners 6 (458) – (3) – – (455)
Balance at 30 June 2018 941 979 (26) 2 (390) (23) 1,483
See accompanying notes to the financial statements.
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Spark New Zealand Annual Report 2019Bringing the future faster
Statement of cash flows
YEAR ENDED 30 JUNE
RESTATED
1
20192018
NOTES$M$M
Cash flows from operating activities
Receipts from customers 3,424 3,489
Receipts from interest 35 34
Receipts from dividends 15 50
Payments to suppliers and employees (2,483) (2,518)
Payments for income tax (135) (167)
Payments for interest on debt (45) (37)
Payments for interest on leases (30) (28)
Payments for interest on leased customer equipment assets (4) (3)
Net cash flows from operating activities6.5 777 820
Cash flows from investing activities
Proceeds from sale of property, plant and equipment 1 1
Proceeds from sale of business – 8
Proceeds from long-term investments 2 –
Payments for purchase of business – (51)
Payments for, and advances to, long-term investments (6) (20)
Payments for purchase of property, plant and equipment, intangibles and capacity (415) (414)
Payments for capitalised interest (8) (8)
Net cash flows from investing activities (426) (484)
Cash flows from financing activities
Net proceeds from debt4.4 154 174
Receipts from finance leases 6 5
Payments for dividends (459) (458)
Payments for leases (36) (37)
Payments for leased customer equipment assets (17) (17)
Net cash flows from financing activities (352) (333)
Net cash flow (1) 3
Opening cash position 55 52
Closing cash position 54 55
See accompanying notes to the financial statements.
1 Restated for the impact of adoption of NZ IFRS 15 and NZ IFRS 16, see note 1.4.
Spark New Zealand Annual Report 2019Bringing the future fasterNotes to the financial statements
44
Notes to the financial statements
Notes to the financial statements: General information
Section 1 General information
1.1 About this report
Reporting entity
These financial statements are for Spark New Zealand Limited (the
Company) and its subsidiaries (together ‘Spark’ or ‘the Group’).
Spark is a major supplier of telecommunications and digital
services in New Zealand. Spark provides a full range of
telecommunications, information technology, media and other
digital products and services, including: mobile services; voice
services; broadband services; internet TV; cloud, security and
service management services; procurement and partner services
and managed data and networks services.
The Company is incorporated and domiciled in New Zealand,
registered under the Companies Act 1993 and is an FMC
reporting entity under the Financial Markets Conduct Act 2013.
The Company is listed on the New Zealand Main Board equity
security market and the Australian Securities Exchange (as an ASX
Foreign Exempt Listing) and the address of its registered office is
Spark City, 167 Victoria Street West, Auckland 1010, New Zealand.
Basis of preparation
The financial statements have been prepared in accordance with
Generally Accepted Accounting Practice in New Zealand (‘NZ
GAAP’). They comply with New Zealand equivalents to
International Financial Reporting Standards (‘NZ IFRS’) and other
applicable Financial Reporting Standards, as appropriate for
profit-oriented entities. The financial statements also comply with
International Financial Reporting Standards (‘IFRS’).
The measurement basis adopted in the preparation of these
financial statements is historical cost, modified by the revaluation
of certain investments and financial instruments, as identified in
the accompanying notes. These financial statements are expressed
in New Zealand dollars, which is Spark’s functional and
presentation currency. All financial information has been rounded
to the nearest million, unless otherwise stated.
The principal accounting policies applied in the preparation of
these financial statements are set out in the accompanying notes
where an accounting policy choice is provided by NZ IFRS. A
policy is also included when it is new, has changed, is specific to
Spark’s operations, is significant or is material. Where NZ IFRS
does not provide an accounting policy choice, Spark has applied
the requirements of NZ IFRS but a detailed accounting policy is
not included.
New standards adopted in the current year
Early adoption of Definition of Material (Amendments to
NZ IAS 1 and NZ IAS 8)
Spark has early adopted amendments to NZ IAS 1 Presentation of
Financial Statements and NZ IAS 8 Accounting Policies, Changes in
Accounting Estimates and Errors. The amendments clarify the
definition of ‘material’ in respect of information in the financial
statements. The revised guidance notes that information is material
if omitting, misstating or obscuring it could reasonably be
expected to influence decisions that the primary users of general-
purpose financial statements make on the basis of those financial
statements. Spark has used this amended definition in determining
whether disclosures are material to the financial statements.
Adoption of NZ IFRS 15 Revenue from contracts with
customers (NZ IFRS 15)
Spark has adopted NZ IFRS 15, which replaces NZ IAS 18 Revenue
and related interpretations, in the current financial year. The
standard requires revenue to be recognised in a manner that
depicts the transfer of promised goods or services to a customer
and at an amount that reflects the consideration expected to be
received in exchange for transferring those goods or services.
NZ IFRS 15 also provides guidance relating to the treatment of
contract acquisition and contract fulfilment costs and revised
guidance on determining whether an entity is acting as a principal
or an agent.
Spark has elected to transition to NZ IFRS 15 using the full
retrospective method, subject to the following practical expedients
and exemptions:
1. In respect of completed contracts, Spark has not restated
contracts that begin and end within the same annual reporting
period or were completed contracts at the beginning of the
earliest period presented;
2. In respect of completed contracts that have variable
consideration, Spark used the transaction price at the date the
contract was completed rather than estimating variable
consideration amounts in the comparative periods;
3. For contracts that were modified before the beginning of the
earliest period presented, Spark has not retrospectively
restated the contract for those modifications. Instead, Spark
has reflected the aggregate effect of all of the modifications
that occur before the beginning of the earliest period
presented when: (i) identifying the satisfied and unsatisfied
performance obligations; (ii) determining the transaction
price; and (iii) allocating the transaction price to the satisfied
and unsatisfied performance obligations; and
4. For all reporting periods presented before the date of initial
application, Spark will not disclose the amount of the
transaction price allocated to the remaining performance
obligations or provide an explanation of when we expect to
recognise that amount as revenue.
A summary of the impact of the new standard on Spark’s financial
statements is provided in note 1.4. A more detailed explanation of
the impact on adoption for each of Spark’s revenue categories is
included in note 6.7.
1
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Spark New Zealand Annual Report 2019Bringing the future faster
Early adoption NZ IFRS 16 Leases (NZ IFRS 16)
Spark has early adopted NZ IFRS 16, which replaces NZ IAS 17
Leases and removes the distinction between operating and
finance leases for lessees, in the current financial year. NZ IFRS 16
requires Spark to recognise most leases, where Spark is a lessee,
on the statement of financial position, similar to the previous
finance lease model. This has resulted in the recognition of
‘right-of-use’ assets and related lease liability balances. Rental
payments for leases previously classified as operating leases –
including corporate property, mobile cell site and motor vehicle
leases – have moved from being included in operating expenses,
to depreciation and finance expenses. The impact on net earnings
before income tax of an individual lease over its term remains the
same, however, the new standard results in a higher interest
expense in the early years of a lease and lower in the later years,
compared with the previous straight-line expense profile of an
operating lease.
On adoption of NZ IFRS 16, Spark has assessed its subleases in
relation to excess property to determine whether they are finance
or operating leases. A number of these are now classified as
finance subleases because they are for the whole remaining term
of the head lease.
Spark has elected to transition to NZ IFRS 16 using the full
retrospective method, subject to the following practical expedients
and exemptions:
1. The recognition exemption for short-term leases (leases with a
lease term of up to one year) and leases of low-value assets
where appropriate; and
2. The practical expedient that states that an entity is not required
to reassess whether a contract is, or contains, a lease at the
date of initial application. This practical expedient is applied to
all of Spark’s contracts entered into before the date of initial
application.
A summary of the impact of the new standard on Spark’s financial
statements is provided in note 1.4.
Retrospective application of NZ IFRS 15 and NZ IFRS 16
All comparative information in these financial statements has been
prepared as if NZ IFRS 15 and NZ IFRS 16 had been in effect since
1 July 2017. The accounting policies set out in the notes have
been applied in preparing the financial statements for the year
ended 30 June 2019, the comparative information presented in
the financial statements for the year ended 30 June 2018 and for
the opening statement of financial position as at 1 July 2017.
Additional information on the adoption of these standards,
together with restated results for each half for the year ended 30
June 2018 and the estimated impact for the year ended 30 June
2017, was provided in a market release in December 2018 and is
available at: investors.sparknz.co.nz/investor-centre.
1.2 Key estimates and assumptions
The preparation of these financial statements requires
management to make estimates and assumptions. These affect the
amounts of reported revenues and expenses and the
measurement of assets and liabilities as at 30 June. Actual results
could differ from these estimates.
The principal areas of judgement and estimation for Spark in
preparing these financial statements are found in the following
notes:
• Note 2.2 Operating revenues and other gains
• Note 3.1 Receivables and prepayments
• Note 3.4 Right-of-use assets
• Note 3.6 Property, plant and equipment
• Note 3.7 Intangible assets
• Note 4.2 Lease liabilities
The adoption of NZ IFRS 15 and NZ IFRS 16 has resulted in new
key estimates and assumptions in relation to revenue from
contracts with customers and leases. These are detailed in notes
2.2, 3.1, 3.4 and 4.2.
1.1 About this report (continued)
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46
Notes to the financial statements
Notes to the financial statements: General information
1.3 Significant transactions and events in the
financial year
The following significant transactions and events affected the
financial performance and financial position of Spark for the year
ended 30 June 2019:
Debt programme (see note 4.3)
• On 7 September 2018 Spark issued $125 million of unsecured,
unsubordinated fixed rate bonds with a coupon rate of 3.37%,
maturing on 7 March 2024.
• On 31 October 2018 Spark established a new $100 million
committed revolving facility with The Hongkong and Shanghai
Banking Corporation Limited, to mature on 30 November 2021.
• On 19 March 2019 Spark issued Norwegian Krone (NOK)
1 billion of 10-year fixed rate notes under Spark’s existing
Australian debt issuance programme with a coupon rate
of 3.07%.
Long-term investments (see note 3.3)
• Following the announcement in August 2017 of the intention
for Vodafone Hutchison Australia Pty Limited and TPG Telecom
Limited to merge, the quoted price of Spark’s investment in
Hutchison Telecommunications Australia Limited (a shareholder
of Vodafone Hutchison Australia Pty Limited) increased
materially. In May 2019 the Australian Competition and
Consumer Commission announced it opposed the merger and
court proceedings were subsequently lodged by Vodafone
Hutchison Australia to challenge this decision. As at 30 June
2019, the fair value of Spark’s investment was $156 million and
the increase of $87 million during the year has been recognised
within other comprehensive income.
• Spark’s net earnings for the year includes $1 million from our
share of the net losses of associates and joint ventures.
Capital expenditure (see notes 3.4, 3.6 and 3.7)
• Spark’s additions to property, plant and equipment, intangible
assets and capacity right-of-use assets were $417 million, details
of which are provided in notes 3.4, 3.6 and 3.7 and on page 13
of this annual report.
Dividends (see note 4.5)
• Dividends paid during the year ended 30 June 2019 in relation
to the H2 FY18 second-half dividend (ordinary dividend of 11
cents per share and special dividend of 1.5 cents per share) and
H1 FY19 first-half dividend (ordinary dividend of 11 cents per
share and special dividend of 1.5 cents per share) totalled $459
million or 25.0 cents per share.
Changes in segments (see note 2.1)
• Spark’s segments have changed following the change in
organisational operating model in conjunction with the
adoption of agile ways of working, which has eliminated the
previous business unit structure. Spark’s segment results are
now measured based on product margin which includes
product operating revenues and direct product costs.
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1.4 Impact of adoption of NZ IFRS 15 and NZ IFRS 16
The impact of the adoption of NZ IFRS 15, NZ IFRS 16 and the change in disclosure of Spark’s long-term investments on the statement of
profit or loss for the comparative year ended 30 June 2018 is set out below:
Statement of profit or loss
PREVIOUSLY
REPORTED
ADOPTION OF
NZ IFRS 15
ADOPTION OF
NZ IFRS 16
LONG-TERM
INVESTMENTSRESTATED
YEAR ENDED 30 JUNE 2018$M$M$M$M$M
Operating revenues and other gains 3,649 (69) 3 (50) 3,533
Operating expenses (2,657) 39 66 – (2,552)
Share of associates’ and joint ventures’ net losses (3) – – 3 –
Earnings before finance income and expense, income tax,
depreciation, amortisation and net investment income (EBITDAI) 989 (30) 69 (47) 981
Finance income 16 18 1 – 35
Finance expense (46) – (31) – (77)
Depreciation and amortisation (434) – (47) – (481)
Net investment income – – – 47 47
Net earnings before income tax 525 (12) (8) – 505
Income tax expense (140) – – – (140)
Net earnings for the year 385 (12) (8) – 365
Earnings per share
Basic and diluted earnings per share (cents) 21.0 (0.7) (0.4) – 19.9
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48
Notes to the financial statements
Notes to the financial statements: General information
Impact of adoption of NZ IFRS 15
The impact of the adoption of NZ IFRS 15 on the statement of profit or loss primarily relates to:
• The impact of revised guidance in the new standard in relation to the existence of a significant financing component in a contract. The
inherent financing component of Spark’s interest-free device offers to customers was previously assessed using Spark’s incremental
borrowing rate, however, NZ IFRS 15 requires the use of an interest rate that would be used in a separate financing transaction
between Spark and the customer that reflects their credit characteristics. The application of this rate to the sale of devices sold on
repayment plans has resulted in a reduction in device revenue and an increase in interest income recognised over the repayment term.
• The impact of revised guidance in the new standard for determining whether an entity is a principal or agent when delivering goods or
services to customers. Spark has assessed that we are an agent in relation to third-party services, such as Spotify and Netflix, and also
certain cloud, security and service management contracts, which may incorporate services provided by third parties. This has resulted
in a reduction in reported operating revenue and operating expenses but no impact on net earnings.
Impact of adoption of NZ IFRS 16
The adoption of NZ IFRS 16 has had a significant impact on the statement of profit or loss of Spark. The fully retrospective application of
NZ IFRS 16 results in the combined depreciation and interest expense for any lease in the early years of its term being higher than the
operating expense previously recognised. Spark’s long-term corporate property leases (which account for a significant portion of the
adjustments under NZ IFRS 16) are generally in the early years of their lease terms and both net earnings before tax and retained
earnings therefore decrease following adoption of NZ IFRS 16. The difference over the lives of the leases will be nil and there is no impact
on cash flows.
Long-term investments change in disclosure
Spark's long-term investments, as detailed in note 3.3, includes holdings in associate and joint venture companies which are equity
accounted and other investments including shares in Hutchison which are measured at fair value through other comprehensive income.
Net investment income from long-term investments comprises dividend income (primarily from Southern Cross) and Spark's share of
associate and joint venture net profits or losses.
The disclosure of Spark’s net investment income from long-term investments has changed from being reported within earnings before
finance income and expense, income tax, depreciation and amortisation (EBITDA) to now being recognised in a new ‘net investment
income’ category, reported outside of earnings before finance income and expense, income tax, depreciation, amortisation and net
investment income (EBITDAI). This is to better align Spark’s disclosure of operating revenue with revenue from contracts with customers,
as defined by NZ IFRS 15, and to apply more appropriate focus on the financial performance of the operational activities of the business.
1.4 Impact of adoption of NZ IFRS 15 and NZ IFRS 16 (continued)
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1
The impact of the adoption of NZ IFRS 15 and NZ IFRS 16 on the statement of cash flows for the year ended 30 June 2018 is set out below:
Statement of cash flows
PREVIOUSLY
REPORTED
ADOPTION OF
NZ IFRS 15
ADOPTION OF
NZ IFRS 16RESTATED
YEAR ENDED 30 JUNE 2018$M$M$M$M
Cash flows from operating activities
Receipts from customers3,508 (19) – 3,489
Receipts from interest15 19 – 34
Receipts from dividends 50 – – 50
Payments to suppliers and employees (2,592) – 74 (2,518)
Payments for income tax (167) – – (167)
Payments for interest on debt (37) – – (37)
Payments for interest on leases – – (28) (28)
Payments for interest on leased customer equipment assets – – (3) (3)
Net cash flows from operating activities 777 – 43 820
Cash flows from investing activities
Proceeds from sale of property, plant and equipment 1 – – 1
Proceeds from sale of business 8 – – 8
Payments for purchase of businesses (51) – – (51)
Payments for, and advances to, long-term investments (20) – – (20)
Payments for purchase of property, plant and equipment and intangibles (414) – – (414)
Payments for capitalised interest (8) – – (8)
Net cash flows from investing activities (484) – – (484)
Cash flows from financing activities
Net proceeds from debt 174 – – 174
Receipts from finance leases 2 – 3 5
Payments for dividends (458) – – (458)
Payments for leases (8) – (29) (37)
Payments for leased customer equipment assets – – (17) (17)
Net cash flows from financing activities (290) – (43) (333)
Net cash flow 3 – – 3
Opening cash position 52 – – 52
Closing cash position 55 - - 55
Impact of adoption of NZ IFRS 15
The adoption of NZ IFRS 15 has no impact on Spark’s net cash flows from operating, investing or financing activities or the overall net
cash flows for the current or restated periods.
The application of an interest rate that would be used in a separate financing transaction between Spark and the customer that reflects
their credit characteristics for our ‘interest-free’ device offer has resulted in a reclassification between cash received from customers and
interest receipts.
Impact of adoption of NZ IFRS 16
The adoption of NZ IFRS 16 has had no net impact on Spark’s statement of cash flows, however it has resulted in the reclassification of
cash flows from lease arrangements. Payments for operating leases under NZ IAS 17 were included within ‘payments to suppliers and
employees’ in operating cash flows. Payments for leases are now split between payments for interest, included in operating cash flows,
and payments that reduce the principal balance of a lease liability, included in financing cash flows.
1.4 Impact of adoption of NZ IFRS 15 and NZ IFRS 16 (continued)
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Notes to the financial statements
Notes to the financial statements: General information
The impact of the adoption of NZ IFRS 15 and NZ IFRS 16 (and NZ IFRS 9 as adopted in the year ended 30 June 2018) on the opening
statement of financial position as at 1 July 2017 is set out below:
Statement of financial position
PREVIOUSLY
REPORTED
30 JUNE 2017
ADOPTION OF
NZ IFRS 9
ADOPTION OF
NZ IFRS 15
ADOPTION OF
NZ IFRS 16
RESTATED
1 JULY 2017
$M$M$M$M$M
Current assets
Cash52–––52
Short-term receivables and prepayments610(9)14(9)606
Inventories94–––94
Total current assets756(9)14(9)752
Non-current assets
Long-term receivables and prepayments237(8)1216257
Long-term derivative assets7–––7
Long-term investments108–––108
Right-of-use assets–––603603
Leased customer equipment assets–––2929
Property, plant and equipment1,070–––1,070
Intangible assets1,153––(255)898
Total non-current assets2,575(8)123932,972
Total assets3,331(17)263843,724
Current liabilities
Short-term payables, accruals and provisions464–11466
Taxation payable2–––2
Short-term derivative liabilities30–––30
Short-term lease liabilities–––2424
Debt due within one year295–––295
Total current liabilities791–125817
Non-current liabilities
Long-term payables, accruals and provisions18––1432
Long-term derivative liabilities45–––45
Long-term lease liabilities–––423423
Long-term debt692–––692
Deferred tax liabilities134(5)7(22)114
Total non-current liabilities889(5)74151,306
Total liabilities1,680(5)84402,123
Equity
Share capital935–––935
Reserves(406)–––(406)
Retained earnings1,122(12)18(56)1,072
Total equity1,651(12)18(56)1,601
Total liabilities and equity3,331(17)263843,724
1.4 Impact of adoption of NZ IFRS 15 and NZ IFRS 16 (continued)
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Impact of adoption of NZ IFRS 15
The primary changes from adoption of NZ IFRS 15 to Spark’s balance sheet are as a result of new guidance for the treatment of contract
costs, including costs to obtain a contract and costs to fulfil a contract.
Prior to adoption of NZ IFRS 15, Spark deferred and recognised certain external commission costs over their contract term within
operating expense. Such costs generally continue to meet the costs to obtain a contract criterion under NZ IFRS 15, however, we have
identified further commission costs that are required to be deferred under the new standard.
Impact of adoption of NZ IFRS 16
The adoption of NZ IFRS 16 has had a significant impact on the statement of financial position of Spark. For the opening restated balance
sheet as at 1 July 2017, this includes an increase in total assets by $384 million and total liabilities by $440 million, with a $56 million
reduction in retained earnings. The decrease in retained earnings is as a result of the acceleration of lease interest expense in the early
years of leases.
There has also been a change in the treatment of equipment leases where Spark acts as the intermediate party (i.e. back-to-back leases)
and which also includes an initial sale and leaseback transaction. In combination with new guidance provided by NZ IFRS 15, Spark has
assessed that generally the initial sale of the equipment does not result in control being passed to the customer. As a result the
equipment is not derecognised following the initial sale and remains as leased customer equipment assets on the statement of financial
position. The leaseback is accounted as a financial liability in accordance with NZ IFRS 9 and the sub-lease as either an outwards
operating lease or finance lease, depending on its terms.
On adoption of NZ IFRS 16, Spark has also reclassified assets associated with capacity arrangements that were previously recognised
within intangible assets to right-of-use assets. For the opening balance sheet as at 1 July 2017, this resulted in a net book value
reclassification of $255 million. Capacity arrangements are generally in the form of an indefeasible right-of-use asset and meet the
definition of a lease under NZ IFRS 16. Payments for such arrangements are usually made in whole up front and there is therefore
generally no associated lease liability.
1.4 Impact of adoption of NZ IFRS 15 and NZ IFRS 16 (continued)
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Notes to the financial statements
52
Notes to the financial statements: Financial performance information
Section 2 Financial performance information
2.1 Segment information
The segment results disclosed are based on those reported to the Managing Director and are how Spark reviews its performance.
Spark’s segments changed following the change in organisational operating model in conjunction with the adoption of agile ways of
working, which eliminated the previous business unit structure. Spark’s segment results are now measured based on product margin,
which includes product operating revenues and direct product costs. The segment result excludes other gains, labour, operating
expenses, depreciation and amortisation, net investment income, finance income and expense and income tax expense, as these are
assessed at an overall Spark Group level by the Managing Director.
Comparative segment results
Spark has restated the comparative segment results in line with the change in organisational operating model and the adoption of NZ
IFRS 15 and NZ IFRS 16.
2019
2018 RESTATED
OPERATING
REVENUESPRODUCT COSTS
PRODUCT
MARGIN
OPERATING
REVENUESPRODUCT COSTS
PRODUCT
MARGIN
YEAR ENDED 30 JUNE$M$M$M$M$M$M
Mobile 1,271 (496) 775 1,237 (505) 732
Voice 486 (176) 310 573 (204) 369
Broadband 685 (341) 344 665 (350) 315
Cloud, security and service management 400 (73) 327 370 (55) 315
Procurement and partners 365 (322) 43 357 (317) 40
Managed data and networks 197 (93) 104 207 (96) 111
Other 114 (63) 51 114 (65) 49
Segment result 3,518 (1,564) 1,954 3,523 (1,592) 1,931
Reconciliation from segment product margin to consolidated net earnings before income tax
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Segment product margin1,9541,931
Other gains1510
Labour(475)(513)
Other operating expenses(404)(447)
Earnings before finance income and expense, income tax, depreciation, amortisation and net investment
income (EBITDAI)1,090981
Finance income3735
Finance expense(85)(77)
Depreciation and amortisation(477)(481)
Net investment income1447
Net earnings before income tax579505
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2.2 Operating revenues and other gains
The accounting policies specific to Spark’s operating revenues, which have changed in the current year as a result of the adoption of NZ
IFRS 15, are outlined below:
Contracts with customers
Spark records revenue from contracts with customers in accordance with the five steps in NZ IFRS 15:
1. Identify the contract with a customer;
2. Identify the performance obligations in the contract;
3. Determine the transaction price, which is the total consideration provided by the customer;
4. Allocate the transaction price amount to the performance obligations in the contract based on their relative stand-alone selling
prices; and
5. Recognise revenue when or as the performance obligation is satisfied.
Spark often provides products and services in bundled arrangements (for example, a broadband modem together with a broadband
service). Where multiple products or services are sold in a single arrangement, revenue is recognised in relation to each distinct good or
service. A product or service is distinct where, amongst other criteria, a customer can benefit from it on its own or together with other
resources that are readily available. Revenue is allocated to each distinct product or service in proportion to its stand-alone selling price
and recognised when, or as, control is transferred to the customer.
Where contracts require the customer to commit to a minimum level of service or a minimum monthly payment amount that cannot be
decreased without terminating the contract, revenue is allocated to performance obligations using the minimum enforceable rights and
obligations and any excess amount is recognised as revenue as it is earned.
Generally, control for products is transferred and revenue recognised at the point in time it is delivered to the customer and for services,
control is transferred, and revenue recognised, over time as the service is provided. These services are typically provided, and thus
recognised, on a monthly basis. Control of products is typically transferred when the customer has physical possession of the goods. The
nature of the various performance obligations in our contracts with customers and when revenue is recognised is outlined below:
PERFORMANCE OBLIGATIONS
FROM CONTRACTS WITH CUSTOMERS
TIMING OF SATISFACTION
OF THE PERFORMANCE OBLIGATION AND PAYMENT
Mobile services, broadband services, media services, cloud,
security and service management services, managed data
services and rental of equipment
As the service is provided (usually monthly). Generally billed and
paid on a monthly basis.
Usage, other optional or non-subscription services, and pay-per-
use services
As the service is provided. Generally billed and paid on a monthly
basis.
Fixed modems, mobile handsets and other distinct goodsWhen control is passed to the customer, generally when the
customer takes possession of the goods. For goods sold in
packages or on interest-free terms, customers usually pay in equal
instalments over 6 to 36 months.
Installation or set-up services (where distinct)As the service is provided. Generally billed and paid following the
provision of the service.
Performance obligations where Spark acts as an agent include some third-party media services and certain cloud, security and service
management contracts. Contracts with significant payment terms include those that have goods that were purchased on interest-free
payment terms of greater than 12 months.
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Notes to the financial statements
Notes to the financial statements: Financial performance information
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Operating revenues
Mobile 1,271 1,237
Voice 486 573
Broadband 685 665
Cloud, security and service management 400 370
Procurement and partners 365 357
Managed data and networks 197 207
Other operating revenue 114 114
3,518 3,523
Other gains
Gain on sale of long-term investment/business 2 10
Gain on sale of property, plant and equipment 11 –
Gain on lease modifications and terminations 2 –
15 10
Total operating revenues and other gains 3,533 3,533
Other gains
In the year ended 30 June 2019 other gains includes a $2 million gain from the sale of Spark’s investment in Feenix Communications
Limited, $11 million from the sale of property, plant and equipment (primarily in relation to mobile network equipment) and gains from
lease modifications and terminations of $2 million.
In the year ended 30 June 2018 other gains comprised a gain on sale of $10 million from the sale of 50% of Connect 8 Limited.
2.2 Operating revenues and other gains (continued)
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Key estimates and assumptions
Determining the transaction price
Determining the transaction price of Spark’s contracts requires judgement in estimating the amount of revenue we expect to be
entitled to for delivering the performance obligations within a contract. The transaction price is the amount of consideration that
is enforceable and to which we expect to be entitled in exchange for the goods and services we have promised to our customer.
We determine the transaction price by considering the terms of the contract and business practices that are customary within
that product, as well as adjusting the transaction price for estimated variable consideration and for any effects of the time value
of money. The expected value or most likely amount methods are used to determine variable consideration and any amount
where it is determined that it is highly probable a revenue reversal will not subsequently occur is included in the transaction
price. In making this determination, consideration is given to the likelihood and potential magnitude of the revenue reversal, as
well as factors outside of Spark’s influence, the time when the uncertainty is expected to be resolved and Spark’s experience
with similar types of contracts. Judgement is required to determine the discount rate underlying any time value of money
calculations, as well as whether the financing component in a contract is significant. Discounts, rebates, refunds, credits, price
concessions, incentives, penalties and other similar items are reflected in the transaction price at contract inception.
Determining the stand-alone selling price and the allocation of the transaction price
Determining the stand-alone selling price of performance obligations and the allocation of the transaction price between
performance obligations involves judgement. The transaction price is allocated to performance obligations based on the
relative stand-alone selling prices of the distinct goods or services in the contract. The best evidence of a stand-alone selling
price is the observable price of a good or service when the entity sells that good or service separately in similar circumstances
and to similar customers. If a stand-alone selling price is not directly observable, we estimate the stand-alone selling price
taking into account reasonably available information relating to the market conditions, entity-specific factors and the class of
customer. In determining the stand-alone selling price, we allocate revenue between performance obligations based on
expected minimum enforceable amounts to which Spark is entitled. Any amounts above the minimum enforceable amounts are
recognised as revenue as they are earned.
Distinct goods and services
We make judgements in determining whether a promise to deliver goods or services is considered distinct. We account for
individual products and services separately if they are distinct (i.e. if a product or service is separately identifiable from other
items in the bundled package and if the customer can benefit from it). The consideration is allocated between separate
products and services in a bundle based on their stand-alone selling prices.
Timing of satisfaction of performance obligations
We make judgements in determining whether performance obligations are satisfied over time or at a point in time as well as the
methods used for measuring progress towards completed satisfaction of performance obligations. Revenue for performance
obligations satisfied over time is recognised using the resources consumed by customers method or the time-elapsed method,
as these best depict the transfer of goods or services to customers. Revenue for performance obligations satisfied at a point in
time is recognised when control of the good or service is transferred to the customer, which is typically when the customer takes
possession of the good.
2.2 Operating revenues and other gains (continued)
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Notes to the financial statements
Notes to the financial statements: Financial performance information
2.3 Operating expenses
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Product costs 1,564 1,592
Labour 475 513
Other operating expenses
Network support costs 61 62
Computer costs 93 84
Accommodation costs 67 61
Advertising, promotions and communication 87 84
Bad debts 12 16
Impairment expense 3 7
Costs of change - 49
Other 81 84
404 447
Total operating expenses 2,443 2,552
Costs of change
Costs of change associated with Spark’s Quantum programme totalled $49 million during the year ended 30 June 2018 and were
separately classified within operating expenses in accordance with Spark’s policy (outlined in note 2.5) of presenting ‘Adjusted EBITDAI’
and ‘Adjusted net earnings’ where significant or unusual items are greater than $25 million.
Cost of inventories recognised as an expense
The cost of inventories recognised as an expense in relation to broadband modems, mobile devices and other accessories was
$391 million (30 June 2018 Restated: $393 million).
Lease expenses
Expenses relating to short-term leases and leases of low-value assets were $6 million (30 June 2018 Restated: $6 million).
Donations
Donations for the year ended 30 June 2019 were $2,246,000, comprised of Spark’s donation to Spark Foundation of $2,207,000 and
other donations of $39,000 (30 June 2018: $2,346,000, comprised of Spark’s donation to the Spark Foundation of $2,321,000 and other
donations of $25,000). Spark made no donations to political parties in the years ended 30 June 2019 or 30 June 2018.
Auditor’s remuneration
RESTATED
20192018
YEAR ENDED 30 JUNE$’000$’000
Audit of financial statements
Audit and review of financial statements
1
1,085 1,079
Other services
Regulatory audit work
2
54 52
Other assurance services
3
121 101
Total fees paid to auditor 1,260 1,232
1 The audit fee includes fees for both the annual audit of the financial statements and the review of the interim financial statements.
2 Regulatory audit work consists of the audit of telecommunications-related regulatory disclosures and reporting on trust deed requirements and solvency returns.
3 Other assurance services relate to reporting on other compliance services.
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2.4 Finance income, finance expense, depreciation, amortisation and net investment income
RESTATED
20192018
YEAR ENDED 30 JUNENOTES$M$M
Finance income
Finance lease interest income 14 14
Other interest income 23 21
37 35
Finance expense
Finance expense on long-term debt
1
(48) (41)
Lease interest expense4.2 (30) (29)
Leased customer equipment interest expense (4) (3)
Other interest and finance expenses (11) (12)
(93) (85)
Plus: interest capitalised
2
8 8
(85) (77)
Depreciation and amortisation expense
Depreciation – property, plant and equipment3.6 (246) (263)
Depreciation – right-of-use assets3.4 (56) (50)
Depreciation – leased customer equipment assets3.5 (18) (16)
Amortisation – intangible assets3.7 (157) (152)
(477) (481)
Net investment income
Dividend income 15 50
Share of associates’ and joint ventures’ net losses3.3 (1) (3)
14 47
1 Includes $3 million transferred from the cash flow hedge reserve for the year ended 30 June 2019 (30 June 2018: $3 million).
2 Interest was capitalised on property, plant and equipment and intangible assets under development for the year ended 30 June 2019 at an annualised rate of 4.2% (30 June 2018:
4.6%).
2.5 Non-GAAP measures
Spark uses non-GAAP financial measures that are not prepared in accordance with New Zealand Equivalents to International Financial
Reporting Standards (NZ IFRS). Spark believes that these non-GAAP financial measures provide useful information to readers to assist in
the understanding of the financial performance, financial position or returns of Spark. These measures are also used internally to evaluate
performance of products, to analyse trends in cash-based expenses, to establish operational goals and allocate resources. However, they
should not be viewed in isolation, nor considered as a substitute for measures reported in accordance with NZ IFRS, as they are not
uniformly defined or utilised by all companies in New Zealand or the telecommunications industry.
Spark’s policy is to present ‘adjusted EBITDAI’ and ‘adjusted net earnings’ when a financial year includes significant items (such as gains,
expenses and impairments) greater than $25 million. There are no adjusting items for the year ended 30 June 2019. In the year ended 30
June 2018 costs of change of $49 million associated with the Quantum programme were deemed an adjusting item.
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Notes to the financial statements
Notes to the financial statements: Financial performance information
Earnings before finance income and expense, income tax, depreciation, amortisation and net investment income (EBITDAI) and
adjusted EBITDAI
Spark calculates EBITDAI by adding back depreciation and amortisation, finance expense and income tax expense and subtracting
finance income and net investment income (which includes dividend income and Spark’s share of net profits or losses from associates
and joint ventures) to net earnings. A reconciliation of Spark’s EBITDAI and adjusted EBITDAI is provided below and based on amounts
taken from, and consistent with, those presented in these financial statements.
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Net earnings reported under NZ IFRS 409 365
Less: finance income (37) (35)
Add back: finance expense 85 77
Add back: depreciation and amortisation 477 481
Less: net investment income (14) (47)
Add back: income tax expense 170 140
EBITDAI 1,090 981
Add: costs of change – 49
Adjusted EBITDAI 1,090 1,030
Adjusted net earnings
Adjusted net earnings reflects adjusted EBITDAI, together with any adjustments to depreciation and amortisation and net finance
expense, whilst also allowing for any tax impact of those items.
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Net earnings reported under NZ IFRS 409 365
Add: costs of change – 49
Less: tax effect on costs of change – (14)
Adjusted net earnings 409 400
Capital expenditure
Capital expenditure is the additions to property, plant and equipment and intangible assets (excluding goodwill, acquisitions and other
non-cash additions that may be required by NZ IFRS, such as decommissioning costs) and additions to capacity right-of-use assets where
such additions are paid up front.
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Additions to property, plant and equipment 217 234
Additions to intangible assets 189 163
Additions to capacity right-of-use assets 11 16
Capital expenditure 417 413
2.5 Non-GAAP measures (continued)
3
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Notes to the financial statements: Assets
Section 3 Assets
3.1 Receivables and prepayments
RESTATED
20192018
AS AT 30 JUNE$M$M
Short-term receivables and prepayments
Trade receivables 335 262
Prepayments 93 72
Short-term unbilled revenue 234 212
Short-term contract assets 15 29
Short-term contract costs 47 46
Short-term finance lease receivables 12 12
Other short-term receivables 19 15
755 648
Long-term receivables and prepayments
Long-term unbilled revenue 50 47
Long-term contract costs 81 75
Long-term finance lease receivables 144 141
Other long-term receivables 16 13
291 276
Amounts are stated at their carrying value, net of expected credit loss allowance provisions. The fair value of finance lease receivables is
estimated to be $255 million (30 June 2018 Restated: $223 million) and the carrying amount of all other receivables, measured at
amortised cost, are approximately equivalent to their fair value because of the short term to maturity.
Contract assets
Contract assets primarily relate to Spark’s rights to consideration for performance obligations delivered but not billed at the reporting
date. Contract assets are transferred to receivables when the rights become unconditional. The following summarises significant changes
in those balances:
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Opening balance as at 1 July 29 22
Additions from new contracts with customers, net of terminations and renewals 26 42
Transfer of contract assets to trade receivables (40) (35)
Closing balance as at 30 June 15 29
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Notes to the financial statements
Notes to the financial statements: Assets
Contract costs
Contract costs include costs to obtain a contract (such as commission costs) and costs to fulfil a contract. These costs are expected to
be recovered and are therefore initially deferred and then recognised within operating expenses on a systematic basis that is consistent
with the transfer to the customer of the goods or services to which the asset relates. The following summarises significant changes in
those balances:
20192018 RESTATED
COSTS TO
OBTAIN A
CONTRACT
COSTS TO FULFIL
A CONTRACTTOTAL
COSTS TO
OBTAIN A
CONTRACT
COSTS TO FULFIL
A CONTRACTTOTAL
YEAR ENDED 30 JUNE$M$M$M$M$M$M
Opening balance as at 1 July 41 80 121 41 81 122
Additions 17 37 54 29 25 54
Amortisation recognised in operating expenses (21) (26) (47) (29) (26) (55)
Closing balance as at 30 June 37 91 128 41 80 121
Short-term contract costs 18 29 47 20 26 46
Long-term contract costs 19 62 81 21 54 75
Key estimates and assumptions
Determining whether costs we incur to obtain or fulfil a contract meet the deferral criteria within NZ IFRS 15 requires us to make
significant judgments. Further, where such costs can be deferred, determining the appropriate amortisation period to recognise
the costs within operating expenses requires management judgement, including assessing the expected average customer
tenure for consumer customers and the expected contract term for enterprise customers.
Expected credit loss allowance provision
Movements in the loss allowance provision are as follows:
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Opening balance as at 1 July 31 32
Charged to operating expenses 19 19
Bad debts recovered (5) (2)
Utilised(15)(18)
Closing balance as at 30 June 30 31
Spark has applied the simplified approach to providing for expected credit losses, which requires the recognition of a lifetime expected
loss provision for trade receivables, unbilled revenue, contract assets, contract costs, finance lease receivables and other receivables. The
calculation of the allowance provision incorporates forward-looking information, such as forecasted economic conditions.
3.1 Receivables and prepayments (continued)
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The expected credit loss allowance provision has been determined as follows:
CURRENT≤ 1 MONTH> 1 MONTHTOTAL
AS AT 30 JUNE 2019$M$M$M$M
Expected loss rate2.4%5.4%22.7%3.1%
Gross carrying amount 905 56 22 983
Expected credit loss allowance provision 22 3 5 30
Short-term loss allowance provision 14 3 5 22
Long-term loss allowance provision 8 – – 8
AS AT 30 JUNE 2018 – RESTATED$M$M$M$M
Expected loss rate2.9%7.7%20.0%3.5%
Gross carrying amount 832 26 25 883
Expected credit loss allowance provision 24 2 5 31
Short-term loss allowance provision 16 2 5 23
Long-term loss allowance provision 8 – – 8
The composition of the credit loss allowance provision between receivable types is as follows:
RESTATED
20192018
AS AT 30 JUNE$M$M
Trade receivables 13 14
Unbilled revenue 10 10
Contract assets and contract costs 2 2
Finance lease receivables 5 5
Expected credit loss allowance provision 30 31
Key estimates and assumptions
The expected credit loss allowance provision is determined based on assumptions about the risk of default and expected loss
rates of customers and other counterparties. Spark uses judgement in making these assumptions and selecting the inputs to the
impairment calculation based on Spark’s past collection history, existing market conditions, as well as forward-looking estimates
at the end of the reporting period. Forward-looking estimates include assessment of forecasted changes to interest rates,
unemployment rates and gross domestic product in New Zealand.
3.1 Receivables and prepayments (continued)
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Notes to the financial statements
Notes to the financial statements: Assets
Finance lease receivables
Spark has a number of leases for space in exchange buildings, including as a lessor for space in Spark exchanges and a lessee for space
in Chorus exchanges. These leases include a legal right of offset, as Spark and Chorus settle the payments on a net basis and are
therefore shown as a net finance lease receivable on the statement of financial position.
In addition, Spark sub-leases a number of office building floors. Where sub-leases are for the whole of the remaining non-cancellable
term of the head lease, these are classified as a finance lease.
The profile of finance lease net receipts is set out below:
20192018 RESTATED
UNDISCOUNTEDDISCOUNTEDUNDISCOUNTEDDISCOUNTED
AS AT 30 JUNE$M$M$M$M
Less than one year 13 12 12 12
Between one and five years 67 52 63 48
More than five years 322 92 338 93
Finance lease receivables 402 156 413 153
Less unearned finance income (246) – (260)–
Present value of finance lease receivables 156 156 153 153
Short-term finance lease receivables 12 12
Long-term finance lease receivables 144 141
The leases with Chorus have multiple rights of renewal and the full lease terms have been used in the calculation of the net financial lease
receivable, as it is likely that due to the specialised nature of the buildings, the leases will be renewed to the maximum terms.
3.2 Inventories
RESTATED
20192018
AS AT 30 JUNE$M$M
Goods held for resale 63 64
Content rights inventory 35 13
Maintenance materials and consumables 2 2
Total inventories 100 79
Content rights inventory
Spark enters into contracts for the right to stream digital content for sport and to subscribers of Lightbox. Content rights are stated at the
lower of cost and net realisable value, less accumulated amortisation and includes prepaid content which is not yet available for broadcast.
The amortisation of content rights is recognised within operating expenses on a straight-line basis over their licence periods or, for live
sports content, over its broadcast period. The content rights amortisation charge for the year ended 30 June 2019 was $24 million
(30 June 2018: $20 million).
3.1 Receivables and prepayments (continued)
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3.3 Long-term investments
RESTATED
20192018
AS AT 30 JUNE$M$M
Shares in Hutchison 156 69
Investments in associates and joint ventures 21 21
Other long-term investments 5 8
182 98
Spark holds a 10% interest in Hutchison Telecommunications Australia Limited (Hutchison) which is quoted on the Australian Securities
Exchange (ASX) and its fair value is measured using the observable market share price as quoted on the ASX, classified as being within
level one of the fair value hierarchy. As at 30 June 2019 the quoted price of Hutchison’s shares on the ASX was Australian dollars (AUD)
$0.110 (30 June 2018: AUD$0.047). The increase in fair value of $87 million is recognised in other comprehensive income (30 June 2018:
$22 million decrease).
Investments in associates and joint ventures
Spark’s investments in associates and joint ventures at 30 June 2019 consists of the following:
NAMETYPECOUNTRYOWNERSHIPPRINCIPAL ACTIVITY
Connect 8 LimitedJoint VentureNew Zealand50%Fibre network construction
Lightbox Sport General Partner LimitedJoint VentureNew Zealand50%A holding company
NOW New Zealand LimitedAssociateNew Zealand37%Internet service provider
Pacific Carriage Holdings LimitedAssociateBermuda50%A holding company
PropertyNZ Limited (homes.co.nz)AssociateNew Zealand23%Property data website
Rural Connectivity Group LimitedJoint VentureNew Zealand33%Rural broadband
Southern Cross Cables Holdings LimitedAssociateBermuda50%A holding company
TNAS LimitedJoint VentureNew Zealand50%Telecommunications development
All investments in associates and joint ventures are measured using the equity method and none are considered to be individually
material. Changes in the aggregate carrying amount of Spark’s investments in associates and joint ventures was as follows:
20192018 RESTATED
ASSOCIATESJOINT VENTURESTOTALASSOCIATESJOINT VENTURESTOTAL
YEAR ENDED 30 JUNE$M$M$M$M$M$M
Opening balance as at 1 July 10 11 21 13 – 13
Opening value on transfer to equity method – – – 2 8 10
Additional investment during the year 2 1 3 2 3 5
Impairments – – – (4) – (4)
Disposals (2) – (2) – – –
Share of net losses (1) – (1) (3) – (3)
Closing balance as at 30 June 9 12 21 10 11 21
Spark has suspended equity accounting for Pacific Carriage Holdings Limited and Southern Cross Cables Holdings Limited (together
Southern Cross) as their carrying values have been reduced to nil. Spark has no obligation to fund Southern Cross’ deficits or repay
dividends. For the year ended 30 June 2019 Spark’s share of Southern Cross profits not recognised due to the existence of historic
cumulative Southern Cross deficits was $57 million (30 June 2018: $51 million).
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Notes to the financial statements
Notes to the financial statements: Assets
3.4 Right-of-use assets
Spark is a lessee for a large number of leases, including:
• Property – Spark leases a number of office buildings and retail stores. These leases generally have rights of renewal that are reasonably
certain to be exercised and therefore may have long effective lease terms;
• Capacity arrangements – Spark enters into a number of indefeasible right-of-use capacity arrangements for cable capacity;
• Mobile sites – Spark has entered into a number of agreements to allow the operation of mobile network infrastructure throughout
New Zealand; and
• Motor vehicles – Spark leases motor vehicles for use in sales, field operations and maintenance of infrastructure equipment.
Movements in right-of-use assets is summarised below:
PROPERTYCAPACITYMOBILE SITES
MOTOR
VEHICLESTOTAL
YEAR ENDED 30 JUNE 2019$M$M$M$M$M
Opening net book value306 254 65 2 627
Additions5 11 28 –44
Remeasurements2 –8 – 10
Depreciation charge(26)(22)(7)(1)(56)
Closing net book value287 243 94 1 625
AS AT 30 JUNE 2019
Cost369 659 110 4 1,142
Accumulated depreciation and impairment losses(82)(416)(16)(3)(517)
Closing net book value287 243 94 1 625
PROPERTYCAPACITYMOBILE SITES
MOTOR
VEHICLESTOTAL
YEAR ENDED 30 JUNE 2018 – RESTATED$M$M$M$M$M
Opening net book value279 255 66 3 603
Additions27 19 4 – 50
Remeasurements24 – – – 24
Depreciation charge(24)(20)(5)(1)(50)
Closing net book value306 254 65 2 627
AS AT 30 JUNE 2018 - RESTATED
Cost362 648 82 4 1,096
Accumulated depreciation and impairment losses(56)(394)(17)(2)(469)
Closing net book value306 254 65 2 627
All capacity additions for the year ended 30 June 2019 were fully paid on control being obtained and therefore deemed capital
expenditure as reconciled in note 2.5 (30 June 2018 Restated: $16 million fully paid and deemed capital expenditure).
Income from sub-leasing right-of-use assets for the year ended 30 June 2019 was $3 million (30 June 2018 Restated: $4 million).
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Key estimates and assumptions
At inception of a contract, Spark uses judgement in assessing whether a contract is, or contains, a lease. A contract is, or
contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration. To assess whether a contract conveys the right to control the use of an identified asset, Spark assesses whether:
• The contract involves the use of an identified asset;
• Spark has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use;
and
• Spark has the right to direct the use of the asset.
At inception or on reassessment of a contract that contains a lease component, Spark allocates the consideration in the contract
to each lease component on the basis of their relative stand-alone prices. Spark recognises a right-of-use asset at the lease
commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an
estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is
located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier
of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets
are determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically
assessed for impairment losses and adjusted for certain remeasurements of the lease liability.
3.5 Leased customer equipment assets
Spark acts as the intermediate party (as a lessee and a lessor) in a number of back-to-back lease arrangements for customer premises
equipment. Such arrangements may also include an initial sale and leaseback transaction. A sale and leaseback transaction contains a
genuine sale if control of an asset is transferred under NZ IFRS 15. For Spark’s back-to-back lease arrangements, we have assessed that a
sale does not occur as control over the equipment remains with Spark instead of passing to the buyer-lessor.
Spark as the seller-lessee continues to recognise the leased customer equipment asset, which is initially measured at cost. The asset is
subsequently depreciated using the straight-line method based on the expected lease term. Movements in leased customer equipment
assets are summarised below:
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Opening net book value31 29
Additions42 18
Depreciation charge(18)(16)
Closing net book value55 31
RESTATED
20192018
AS AT 30 JUNE$M$M
Cost100 58
Accumulated depreciation and impairment losses(45)(27)
Closing net book value55 31
Leased customer equipment assets are on-leased to customers under operating leases. Amounts recovered from customers for the year
ended 30 June 2019 were $19 million (30 June 2018 Restated: $19 million).
3.4 Right-of-use assets (continued)
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Notes to the financial statements
Notes to the financial statements: Assets
3.6 Property, plant and equipment
TELECOMMUNI
-CATIONS
EQUIPMENT
AND PLANTFREEHOLD LANDBUILDINGSOTHER ASSETS
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2019$M$M$M$M$M$M
Opening net book value638 60 208 126 7 1,039
Additions– – 21 – 196 217
Transfers146 – – 52 (198)–
Impairments– – 2 – – 2
Depreciation charge(161)– (32)(53)– (246)
Closing net book value623 60 199 125 5 1,012
AS AT 30 JUNE 2019
Cost4,035 60 561 649 5 5,310
Accumulated depreciation and impairment losses(3,412)– (362)(524)– (4,298)
Closing net book value623 60 199 125 5 1,012
TELECOMMUNI
-CATIONS
EQUIPMENT
AND PLANTFREEHOLD LANDBUILDINGSOTHER ASSETS
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2018 – RESTATED$M$M$M$M$M$M
Opening net book value 678 60 227 100 5 1,070
Additions – – 12 – 222 234
Transfers 153 – – 67 (220) –
Acquisitions 1 – – 2 – 3
Disposals (3) – – – – (3)
Impairments – – (2) – – (2)
Depreciation charge (191) – (29) (43) – (263)
Closing net book value 638 60 208 126 7 1,039
AS AT 30 JUNE 2018 – RESTATED
Cost 3,890 60 544 600 7 5,101
Accumulated depreciation and impairment losses (3,252) – (336) (474) – (4,062)
Closing net book value 638 60 208 126 7 1,039
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Joint arrangement
Spark has entered into a joint arrangement in relation to the construction and operation of the Tasman Global Access fibre-optic
submarine cable between Australia and New Zealand. As at 30 June 2019 the carrying value of Spark’s share of property, plant and
equipment and intangible assets in the joint operation was $33 million (30 June 2018: $36 million).
Key estimates and assumptions
Spark’s property, plant and equipment is measured at cost and depreciation is charged on a straight-line basis over the assets’
estimated useful lives. Determining the appropriate useful life of property, plant and equipment requires management
judgement, including the expected period of service potential, the likelihood technological advances will make the asset
obsolete, the likelihood of Spark ceasing to use it and the effect of government regulation.
The estimated useful lives of Spark’s property, plant and equipment is as follows:
Telecommunications equipment and plant
Junctions and trunk transmission systems 10 – 50 years
Switching equipment 5 – 12 years
Customer premises equipment 3 – 5 years
Other network equipment 2 – 25 years
Buildings 9 – 50 years
Other assets
Motor vehicles 6 years
Furniture and fittings 2 – 25 years
Computer equipment 3 – 5 years
The assessment of assets for impairment is based on a large number of factors, such as changes in current competitive
conditions, expectations of growth in the telecommunications industry, the discontinuance of services, the expected future cash
flows an asset is expected to generate and other changes in circumstances that indicate an impairment exists. Key judgements
include rates of expected revenue growth or decline, expected future margins and the selection of an appropriate discount rate
for valuing future cash flows.
3.6 Property, plant and equipment (continued)
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Notes to the financial statements
Notes to the financial statements: Assets
3.7 Intangible assets
SOFTWARE
SPECTRUM
LICENCES
OTHER
INTANGIBLESGOODWILL
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2019$M$M$M$M$M$M
Opening net book value 314 179 82 213 168 956
Additions
1
– – – – 189 189
Transfers 132 – 4 – (136) –
Disposals (1) – – – – (1)
Amortisation charge (133) (16) (8) – – (157)
Closing net book value 312 163 78 213 221 987
AS AT 30 JUNE 2019
Cost2,071 271 131 261 221 2,955
Accumulated amortisation and impairment losses (1,759) (108) (53) (48) – (1,968)
Closing net book value 312 163 78 213 221 987
1 Total software capitalised in the year ended 30 June 2019 includes $19 million of internally generated assets.
SOFTWARE
SPECTRUM
LICENCES
OTHER
INTANGIBLESGOODWILL
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2018 – RESTATED$M$M$M$M$M$M
Opening net book value 291 194 63 194 156 898
Additions
1
– 1 – – 162 163
Transfers 150 – – – (150) –
Acquisitions – – 33 22 – 55
Disposals – – (1) (3) – (4)
Impairments – – (4) – – (4)
Amortisation charge (127) (16) (9) – – (152)
Closing net book value 314 179 82 213 168 956
AS AT 30 JUNE 2018 - RESTATED
Cost1,943 271 127 261 168 2,770
Accumulated amortisation and impairment losses (1,629) (92) (45) (48) – (1,814)
Closing net book value 314 179 82 213 168 956
1 Total software capitalised in the year ended 30 June 2018 includes $56 million of internally generated assets.
Key estimates and assumptions
Intangible assets are amortised over their useful lives on a straight-line basis, except goodwill, which is tested for impairment
annually. Determining the appropriate useful life of an intangible asset requires management judgement, including its
expected period of service potential, the likelihood technological advances will make it obsolete and the likelihood of Spark
ceasing to use it.
The estimated useful lives of Spark intangible assets is as follows:
Software 2 – 8 years
Spectrum licences 17 – 20 years
Other intangible assets
Customer contracts and brands 5 – 10 years
Other intangible assets 5 – 80 years
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Goodwill
Goodwill by cash-generating unit (CGU) is presented below:
RESTATED
20192018
AS AT 30 JUNE$M$M
Mobile 28 28
Cloud, security and service management 167 167
Qrious 5 5
Digital Island 13 13
213 213
During the years ended 30 June 2019 and 30 June 2018 no impairment arose as a result of the assessment of goodwill. Headroom
currently exists in each CGU and, based on sensitivity analysis performed, no reasonably possible changes in the assumptions would
cause the carrying amount of the CGUs to exceed their recoverable amounts.
Spark changed its cash-generating units from 1 July 2018 following the change in organisational operating model in conjunction with the
adoption of agile ways of working, which eliminated the previous business unit structure. The revised cash-generating units are consistent
with the changes to Spark’s segment reporting as outlined in note 2.1.
Key estimates and assumptions
Goodwill is assessed annually for impairment by estimating the future cash flows based on Board-approved business plans, with
key assumptions being forecast earnings and capital expenditure for each CGU. The forecast financial information is based on
both past experience and future expectations of CGU performance. The major inputs and assumptions used in performing an
impairment assessment that require judgement include revenue forecasts, operating cost projections, customer numbers and
customer churn, discount rates, growth rates and future technology paths.
Nil terminal growth was applied to all CGUs and a pre-tax discount rate of 10.1% was utilised for the year ended 30 June 2019
(30 June 2018: 10.1%).
3.8 Net tangible assets
The calculation of Spark’s net tangible assets per share and its reconciliation to the statement of financial position is presented below:
RESTATED
20192018
AS AT 30 JUNE$M$M
Total assets 4,095 3,844
Less intangible assets (987) (956)
Less total liabilities (2,630) (2,361)
Net tangible assets 478 527
Number of shares outstanding (in millions)1,836 1,835
Net tangible assets per share$0.26$0.29
Net tangible assets per share is a non-GAAP financial measure that is not defined in NZ IFRS. Total assets includes right-of-use assets and
total liabilities includes lease liabilities.
3.7 Intangible assets (continued)
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Notes to the financial statements: Liabilities and equity
Section 4 Liabilities and equity
4.1 Payables, accruals and provisions
RESTATED
20192018
AS AT 30 JUNE$M$M
Short-term payables, accruals and provisions
Trade accounts payable 258 283
Revenue billed in advance 84 92
Accrued personnel costs 45 48
Accrued interest 4 4
GST payable 35 24
Short-term sale and leaseback liabilities 14 9
Short-term provisions3 16
Other accrued expenses 4 5
447 481
Long-term payables, accruals and provisions
Long-term sale and leaseback liabilities 43 23
Long-term provisions 4 3
Other long-term payables and accruals 21 8
68 34
Trade accounts payable and sale and leaseback liabilities are financial instruments and held at amortised cost.
Provisions
Total provisions as at 30 June 2019 were $7 million (30 June 2018 Restated: $19 million). New provisions of $3 million were made during
the year (30 June 2018 Restated: $18 million) and $15 million of primarily restructuring provisions were utilised or released (30 June
2018 Restated: $9 million).
The largest portion of the provisions relate to make-good property provisions of $4 million (30 June 2018 Restated: Largest portion of
the provisions related to restructuring provisions of $11 million).
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4.2 Lease liabilities
PROPERTYCAPACITYMOBILE SITES
MOTOR
VEHICLESTOTAL
YEAR ENDED 30 JUNE 2019$M$M$M$M$M
Opening lease liability balance406 2 64 2 474
Leases entered into during the year5 – 28 – 33
Interest expense25 – 5 – 30
Principal repayments(44)– (11)(1)(56)
Remeasurements2 – 7 – 9
Closing lease liability balance394 2 93 1 490
Short-term lease liabilities23 – 7 1 31
Long-term lease liabilities371 2 86 – 459
Lease liabilities – non-cancellable commitments
1
189 2 37 1 229
PROPERTYCAPACITYMOBILE SITES
MOTOR
VEHICLESTOTAL
YEAR ENDED 30 JUNE 2018 – RESTATED$M$M$M$M$M
Opening lease liability balance380 – 64 3 447
Leases entered into during the year25 2 5 – 32
Interest expense24 – 4 1 29
Principal repayments(44)– (9)(2)(55)
Remeasurements21 – – – 21
Closing lease liability balance406 2 64 2 474
Short-term lease liabilities20 – 5 1 26
Long-term lease liabilities386 2 59 1 448
Lease liabilities – non-cancellable commitments
1
213 2 29 2 246
1 Relates to the discounted lease liability for future minimum rental commitments for non-cancellable periods of leases, excluding rights of renewal, which are at Spark’s option.
Key estimates and assumptions
Spark recognises a lease liability at the lease commencement date. The lease liability is initially measured at the present value of
the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if
that rate cannot be readily determined, Spark’s incremental borrowing rate. Generally, Spark uses its incremental borrowing rate
as the discount rate, with adjustments for the type and term of the lease.
Lease payments included in the measurement of the lease liability comprise:
• Fixed payments, including in-substance fixed payments;
• Variable lease payments that depend on an index or a rate initially measured using the index or rate as at the
commencement date;
• Amounts expected to be payable under a residual value guarantee;
• The exercise price under a purchase option that Spark is reasonably certain to exercise; and
• Lease payments in an optional renewal period if Spark is reasonably certain to exercise an extension option.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in
future lease payments arising from a change in an index or rate, if there is a change in Spark’s estimate of the amount expected
to be payable under a residual value guarantee or if Spark changes its assessment of whether it will exercise a purchase or
extension option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-
use asset or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Spark has elected not to recognise right-of-use assets and lease liabilities for short-term leases that have lease terms of 12
months or less and leases of low-value assets. Spark recognises the lease payments associated with these leases within
operating expenses on a straight-line basis over their lease terms.
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Notes to the financial statements
Notes to the financial statements: Liabilities and equity
4.3 Debt
Debt is recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, debt is classified and
measured at amortised cost plus, for hedged liabilities that are in a fair value hedging relationship, adjustments for fair value changes
attributable to the risk being hedged. Any difference between cost and redemption value (including fair value changes) is recognised in
the statement of profit or loss over the period of the borrowings, using the effective interest rate method.
RESTATED
20192018
AS AT 30 JUNE$M$M
FACE VALUEFACILITYCOUPON RATEMATURITY
Short-term debt
Commercial paperVariable< 5 months 150 149
150 149
Bank funding
Bank of New Zealand100 million NZDVariable31/10/2018 – 100
Westpac New Zealand Limited200 million NZDVariable30/11/2020 – 50
The Hongkong and Shanghai Banking Corporation Limited100 million NZDVariable30/11/2021 40 –
MUFG Bank, Ltd125 million NZDVariable30/11/2022 100 125
140 275
Domestic notes
250 million NZD5.25%25/10/2019 250 250
100 million NZD4.50%25/03/2022 103 102
100 million NZD4.51%10/03/2023 107 104
125 million NZD3.37%07/03/2024 130 –
125 million NZD3.94%07/09/2026 131 120
721 576
Foreign currency Medium Term Notes
Euro Medium Term Notes - 18 million GBP
1
5.75%06/04/2020 33 34
Australian Medium Term Notes - 150 million AUD4.00%20/10/2027 173 163
Norwegian Medium Term Notes - 1 billion NOK3.07%19/03/2029 178 –
384 197
1,395 1,197
Debt due within one year 433 249
Long-term debt 962 948
1 British pounds sterling.
None of Spark’s debt is secured and all debt ranks equally with other liabilities. There are no financial covenants over Spark’s debt,
however, there are certain triggers in the event of default, as defined in the various debt agreements. There have been no events of
default over Spark’s debt in the years ended 30 June 2019 and 30 June 2018.
The fair value of long-term debt, including amounts due within one year, (calculated based on the present value of future principal and
interest cash flows, discounted at market interest rates at balance date) was $1,258 million compared to a carrying value of $1,245 million
as at 30 June 2019 (30 June 2018: fair value of $1,072 million compared to a carrying value of $1,048 million).
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4.4 Capital risk management
Spark manages its capital considering shareholders’ interests, the value of Spark’s assets and the Company’s credit rating. The Board
continues to be committed to the Company maintaining a single ‘A Band’ credit rating and its capital management policies are designed
to ensure this objective is met. As part of this commitment Spark manages its debt levels to ensure that the ratio of net debt at hedged
rates (being inclusive of associated derivatives) to EBITDAI does not materially exceed 1.4 times on a long-run basis, which, for credit
ratings agency purposes, Spark estimates equates approximately to adjusted debt to EBITDA of 1.5 times. The difference between these
two ratios is primarily due to the credit rating agency making adjustments for leases and captive finance operations.
As at 30 June 2019 the Company’s Standard & Poor’s credit ratings for long-term and short-term debt was A- and A-2 respectively, with
outlook stable (30 June 2018: same).
Net debt
Net debt at hedged rates, the primary net debt measure Spark monitors, includes long-term debt at the value of hedged cash flows due
to arise on maturity, plus short-term debt, less any cash. Net debt at carrying value includes the non-cash impact of fair value hedge
adjustments and any unamortised discount.
Net debt at hedged rates is a non-GAAP measure and is not defined in accordance with NZ IFRS but is a measure used by management.
A reconciliation of net debt at hedged rates and net debt at carrying value is provided below:
RESTATED
20192018
AS AT 30 JUNE$M$M
Cash (54) (55)
Short-term debt 150 149
Long-term debt at face value 1,205 1,048
Net debt at face value 1,301 1,142
To retranslate debt balances at swap rates where hedged by currency swaps 15 14
Net debt at hedged rates
1
1,316 1,156
Non-cash adjustments
Impact of fair value hedge adjustments
2
31 2
Unamortised discount – (2)
Net debt at carrying value 1,347 1,156
1 Net debt at the value of hedged cash flows due to arise on maturity and includes adjustment to state principal of foreign currency medium term notes at the hedged currency rate.
2 Fair value hedge adjustments arise on domestic notes in fair value hedges and foreign currency medium term notes in dual fair value and cash flow hedges. These have no impact
on the cash flows to arise on maturity.
A reconciliation of movements in net debt is provided below:
CASH FLOWSNON-CASH MOVEMENTS
YEAR ENDED 30 JUNE 2019
AS AT
1 JULY 2018PROCEEDSPAYMENTS
INTEREST
AMORTISATION
FAIR VALUE
CHANGES
FOREIGN
EXCHANGE
MOVEMENTOTHER
AS AT
30 JUNE 2019
Cash(55)(7,049)7,050––––(54)
Short-term debt1491,358(1,361)4–––150
Long-term debt1,0482,039(1,880)238(1)(1)1,245
Derivatives14169(171)––(6)–6
Net debt 1,156 (3,483) 3,638 6 38 (7) (1) 1,347
CASH FLOWSNON-CASH MOVEMENTS
YEAR ENDED 30 JUNE 2018
RESTATED
AS AT
1 JULY 2017PROCEEDSPAYMENTS
INTEREST
AMORTISATION
FAIR VALUE
CHANGES
FOREIGN
EXCHANGE
MOVEMENTOTHER
AS AT
30 JUNE 2018
Cash(52)(6,342)6,339––––(55)
Short-term debt1551,262(1,273)4––1149
Long-term debt8321,287(1,079)–62–1,048
Derivatives39209(232)––(2)–14
Net debt974 (3,584) 3,755 4 6 – 1 1,156
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Notes to the financial statements
Notes to the financial statements: Liabilities and equity
4.5 Equity and dividends
Share capital
Movements in the Company’s issued ordinary shares were as follows:
RESTATED
20192018
YEAR ENDED 30 JUNENUMBERNUMBER
Opening shares as at 1 July1,835,390,783 1,832,843,587
Issuance of shares under share schemes and other transfers 800,798 2,547,196
Closing shares as at 30 June 1,836,191,581 1,835,390,783
All issued shares are fully paid and have no par value. Shareholders of ordinary shares have the right to vote at any general meeting of
the Company.
Dividends declared and paid
2019
2018
RESTATED
YEAR ENDED 30 JUNE
CENTS PER
SHARE$M
CENTS PER
SHARE$M
Previous year second half-year dividend paid 12.5 229 12.5 229
First half-year dividend paid12.5 230 12.5 229
Total dividends paid in the year 25.0 459 25.0 458
Second half-year dividend declared subsequent to balance date not provided for 12.5 230 12.5 229
Events after balance date
On 21 August 2019 the Board approved the payment of a second-half ordinary dividend of 11.0 cents per share or
approximately $202 million and a special dividend of 1.5 cents per share or approximately $28 million. The ordinary and special
dividend will be 75% imputed. In addition, supplementary dividends totalling approximately $21 million will be payable to
shareholders who are not resident in New Zealand. In accordance with the Income Tax Act 2007 Spark will receive a tax credit
from Inland Revenue equivalent to the amount of supplementary dividends paid.
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H1 FY19 H1 FY19 H2 FY19 H2 FY19
ORDINARY DIVIDENDS SPECIAL DIVIDENDS ORDINARY DIVIDENDS SPECIAL DIVIDENDS
Dividends declared
Ordinary shares11.0 cents 1.5 cents 11.0 cents 1.5 cents
American Depositary Shares
1
37.17 US cents 5.07 US cents 35.32 US cents 4.82 US cents
Imputation
Percentage imputed75%75%75%75%
Imputation credits per share 3.2083 cents 0.4375 cents 3.2083 cents 0.4375 cents
Supplementary dividend per share
2
1.4559 cents 0.1985 cents 1.4559 cents 0.1985 cents
‘Ex’ dividend dates
New Zealand Stock Exchange14/03/1914/03/1919/09/1919/09/19
Australian Securities Exchange14/03/1914/03/1919/09/1919/09/19
American Depositary Shares14/03/1914/03/1919/09/1919/09/19
Record dates
New Zealand Stock Exchange15/03/1915/03/1920/09/1920/09/19
Australian Securities Exchange15/03/1915/03/1920/09/1920/09/19
American Depositary Shares 15/03/1915/03/1920/09/1920/09/19
Payment dates
New Zealand and Australia 5/04/195/04/194/10/194/10/19
American Depositary Shares 19/04/1919/04/1915/10/1915/10/19
1 For H2 FY19 these are based on the exchange rate at 16 August 2019 of NZ$1 to US$0 0.6422 and a ratio of five ordinary shares per one American Depositary Share. The actual
exchange rate used for conversion is determined in the week prior to payment when the Bank of New York performs the physical currency conversion.
2 Supplementary dividends are paid to non-resident shareholders.
4.5 Equity and dividends (continued)
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Notes to the financial statements
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Notes to the financial statements: Financial instruments
Section 5 Financial instruments
5.1 Derivatives and hedge accounting
20192018 RESTATED
DERIVATIVE
ASSETS
DERIVATIVE
LIABILITIES
DERIVATIVE
ASSETS
DERIVATIVE
LIABILITIES
AS AT 30 JUNE$M$M$M$M
Designated in a cash flow hedge4 (119)7 (36)
Designated in a fair value hedge21 – 6 (5)
Designated in a dual fair value and cash flow hedge6 – – (16)
Other3 (6)3 (6)
34 (125)16 (63)
Short-term derivatives 2 (14) 6 –
Long-term derivatives 32 (111) 10 (63)
Spark’s derivatives are held at fair value, calculated using discounted cash flow models and observable market rates of interest and
foreign exchange and electricity prices. This represents a level two measurement under the fair value measurement hierarchy, being
inputs other than quoted prices included within level one that are observable for the asset or liability. As at 30 June 2019 and 30 June
2018 no derivative financial assets or derivative financial liabilities have been offset in the statement of financial position. The potential for
offsetting of any derivative financial instruments is immaterial.
Hedge accounting
Derivatives are hedge accounted when they are designated into an effective hedge relationship as a hedging instrument. The nature and
the effectiveness of the hedge accounting relationship will determine where the gains and losses on remeasurement are recognised.
Derivatives are designated:
• Fair value hedges, where the derivative is used to manage interest rate risk in relation to debt;
• Cash flow hedges, where the derivative is used to manage the variability in cash flows of highly probable forecast transactions; and
• Dual fair value and cash flow hedges, where the derivative is used to hedge the interest rate risk on foreign debt and the variability in
cash flows due to movements in foreign exchange rates.
At inception, each hedge relationship is formalised in hedge documentation. Hedge accounting is discontinued when the hedge
instrument expires or is sold, terminated, exercised or no longer qualifies for hedge accounting. Spark determines the existence of an
economic relationship between the hedging instrument and the hedged item based on the currency, amount and timing of respective
cash flows, reference interest rates, tenors (time to maturity), repricing dates, maturities and notional amounts. Spark assesses whether
the derivative designated in each hedging relationship is expected to be, and has been, effective in offsetting the changes in cash flows
of the hedged item using the hypothetical derivative method.
Derivatives in hedge relationships are designated based on a hedge ratio of 1:1. In these hedge relationships the main source of
ineffectiveness is the effect of the counterparty and Spark’s own credit risk on the fair value of the derivatives, which is not reflected in the
change in the fair value of the hedged item attributable to changes in foreign exchange and interest rates.
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Cash flow hedges
Cross-currency interest rate swaps and interest rate swaps are jointly designated in cash flow hedges to manage interest and foreign
exchange rate risk on debt. The hedged cash flows will affect Spark’s statement of profit or loss and other comprehensive income as
interest and principal amounts are repaid over the remaining term of the debt.
Interest rate swaps are designated in cash flow hedges to manage the interest rate exposure of highly probable forecast variable rate
debt and aggregate variable interest rate exposures created by swapping local or foreign currency fixed rate debt into variable rate debt.
Electricity hedge contracts are designated in cash flow hedges to reduce electricity price risk from price fluctuations. These hedge
contracts establish the price at which future specified quantities of electricity are purchased and settled. Any resulting differential to be
paid or received is recognised as a component of electricity costs through the term of the contracts.
Spark also enters into forward exchange contracts to hedge forecast foreign currency purchases, the majority expected to be made within
12 months. The related cash flows are recognised in the statement of profit or loss and other comprehensive income over this period.
A reconciliation of movements in the cash flow hedge reserve, net of tax, is outlined below:
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Opening balance as at 1 July(26) (20)
Loss recognised in other comprehensive income (63) (13)
Amount reclassified to finance expense 3 3
Amount reclassified to property, plant and equipment/intangible assets and inventory 1 4
Total movements to other comprehensive loss (59) (6)
Closing balance as at 30 June (85) (26)
Other amounts deferred in equity will be transferred to the statement of profit or loss over the next six years (30 June 2018: seven years).
As at 30 June 2019 the cost of hedging reserve was $1 million (30 June 2018: nil).
Fair value hedges
Interest rate swaps are designated in a fair value hedge to manage interest rate risk in relation to debt. The gain or loss from remeasuring
the interest rate swaps and debt at fair value is recognised in the statement of profit or loss and other comprehensive income. During the
year ended 30 June 2019 there has been no material ineffectiveness on fair value hedging relationships (30 June 2018: No material
ineffectiveness).
Dual fair value and cash flow hedges
Spark has Australian dollar (AUD) and Norwegian Krone (NOK) denominated debt. As part of Spark’s risk management policy, cross-
currency interest rate swaps (CCIRS) are entered into to convert all of the proceeds of the debt issuances to New Zealand dollars and
convert the foreign currency fixed rate of the debt issuance to a New Zealand dollar floating rate. To mitigate profit or loss volatility, the
CCIRS were designated into a dual fair value and cash flow hedge relationship. The foreign currency basis element of the CCIRS are
excluded from the designation and are separately recognised in other comprehensive income in a cost of hedging reserve.
For fair value hedges, the gain or loss from remeasuring the CCIRS and debt at fair value is recognised in the statement of profit or loss
and other comprehensive income. For cash flow hedges, gains or losses deferred in the cash flow hedge reserve will be reclassified to
Spark’s statement of profit or loss and other comprehensive income as interest and principal amounts are repaid over the remaining term
of the debt.
The change in fair value of the hedging instruments relating to the foreign currency basis component of the CCIRS is recognised in other
comprehensive income and accumulated in a cost of hedging equity reserve. Subsequently, the cumulative amount is transferred to
profit or loss at the same time as the hedged item impacts profit or loss.
5.1 Derivatives and hedge accounting (continued)
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Notes to the financial statements
Notes to the financial statements: Financial instruments
The details of the hedging instruments are as follows:
NOTIONAL
AMOUNT OF
HEDGING
INSTRUMENT
STATEMENT OF
FINANCIAL
POSITION LINE
ITEM
CARRYING AMOUNT OF THE
HEDGING INSTRUMENT
LIFE TO DATE
CHANGE IN
VALUE USED FOR
CALCULATING
HEDGE
INEFFECTIVE-
NESS
ASSETSLIABILITIES
AS AT 30 JUNE 2019$M$M$M
Cash flow hedges
Cross-currency swapGBP 18mDerivatives – (12) (12)
Interest rate swapsNZD 866m Derivatives – (99) (99)
Forward foreign-exchange contractsNZD 131m Derivatives 2 (1) 1
Electricity derivatives329 GWh Derivatives 2 (7) (5)
Fair value hedges
Interest rate swapsNZD 390m Derivatives 21 – 21
Fair value and cash flow hedges
Cross-currency swapsAUD 150m Derivatives 3 – 3
Cross-currency swapNOK 1b Derivatives 3 – 3
31 (119) (88)
AS AT 30 JUNE 2018 – RESTATED
Cash flow hedges
Cross-currency swapGBP 18m Derivatives – (10) (10)
Interest rate swapsNZD 786m Derivatives – (36) (36)
Forward foreign-exchange contracts NZD 131m Derivatives 7 – 7
Fair value hedges
Interest rate swapsNZD 265m Derivatives 6 (5) 1
Fair value and cash flow hedges
Cross-currency swaps AUD 150m Derivatives – (6) (6)
13 (57) (44)
5.1 Derivatives and hedge accounting (continued)
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The details of hedged items are as follows:
STATEMENT
OF FINANCIAL
POSITION LINE ITEM
CARRYING AMOUNT
OF THE HEDGED ITEM
ACCUMULATED AMOUNT OF FAIR
VALUE HEDGE ADJUSTMENTS ON
THE HEDGED ITEM INCLUDED IN
THE CARRYING AMOUNT OF THE
HEDGED ITEM
LIFE TO DATE
CHANGE IN
VALUE USED FOR
CALCULATING
HEDGE
INEFFECTIVE-
NESSASSETSLIABILITIESASSETSLIABILITIES
AS AT 30 JUNE 2019$M$M$M$M$M
Cash flow hedges
Euro Medium Term Note (GBP 18m) Long-term debt – (33) – – 12
Aggregated variable interest rate exposure - – – – – 58
Highly probable forecast variable rate debt - – – – – 41
Committed foreign exchange transactions - – – – – (1)
Highly probable forecast purchases of electricity - – – – – 5
Fair value hedges
Domestic Notes Long-term debt – (411) – (21) (21)
Fair value and cash flow hedges
Australian Medium Term Note (AUD 150m) Long-term debt – (173) – (18) (3)
Norwegian Medium Term Note (NOK 1b) Long-term debt – (178) – (3) (3)
- (795) – (42) 88
AS AT 30 JUNE 2018 – RESTATED
Cash flow hedges
Euro Medium Term Note (GBP 18m) Long-term debt – (34) – – 10
Aggregated variable interest rate exposure - – – – – 9
Highly probable forecast variable rate debt - – – – – 27
Committed foreign exchange transactions - – – – – (7)
Fair value hedges
Domestic Notes Long-term debt – (266) – (1) (1)
Fair value and cash flow hedges
Australian Medium Term Note (AUD 150m) Long-term debt – (163) – (2) 6
- (463) – (3) 44
5.1 Derivatives and hedge accounting (continued)
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Notes to the financial statements
Notes to the financial statements: Financial instruments
5.2 Financial risk management
a) Market risk
Spark is exposed to market risk primarily from changes in foreign
currency exchange rates, interest rates and electricity prices. Spark
employs risk management strategies, including the use of
derivative financial instruments to manage these exposures
through a Board-approved treasury policy, which provides the
framework within which treasury-related activities are conducted.
Spark monitors the use of derivative financial instruments using
well-defined market and credit risk limits and timely reports to
senior management. All contracts have been entered into with
major creditworthy financial institutions, except electricity hedge
contracts, which are generally settled monthly. The risk associated
with these transactions is that the fair value or cash flows of
financial instruments will change due to movements in market
rates, coupled with the cost of replacing these agreements at the
current market rates in the event of default by the counterparty.
Currency risk
Nature of the risk
Currency risk is the risk that eventual New Zealand dollar net cash
flows from transactions undertaken by Spark will be adversely
affected by changes in foreign currency exchange rates.
Exposure and risk management
Spark’s total net exposure (from non-derivative financial
instruments) to foreign currency as at 30 June 2019 is $362 million
(30 June 2018: $203 million). This includes $175 million long-term
debt principal denominated in NOK (30 June 2018: nil), $157
million long-term debt principal denominated in AUD (30 June
2018: $163 million) and $33 million long-term debt denominated
in GBP (30 June 2018: $34 million). The remaining exposure is
primarily trade payables and other receivables denominated in
United States dollars (USD).
Spark manages currency risk arising from debt not denominated in
New Zealand dollars through hedging. Spark’s long-term debt
issued in NOK, AUD and GBP are fully hedged using cross-
currency interest rate swaps to convert these borrowings into a
floating rate New Zealand dollar exposure.
Currency risk from capital and operational expenditure in foreign
currencies (and related trade payables) has been substantially
hedged by entering into forward exchange contracts.
Sensitivity to foreign currency movements
As at 30 June 2019 a movement of 10% in the New Zealand dollar
would (after hedging) impact the statement of profit or loss by less
than $1 million (30 June 2018: less than $3 million) and the
statement of changes in equity by less than $16 million (30 June
2018: less than $14 million). This analysis assumes a movement in
the New Zealand dollar across all currencies and only includes the
effect of foreign exchange movements on monetary financial
instruments.
Interest rate risk
Nature of the risk
Interest rate risk is the risk that fluctuations in interest rates impact
Spark’s cash flows, financial performance or the fair value of its
holdings of financial instruments.
Exposure and risk management
Spark is exposed to interest rate risk from its borrowings, which
may be issued at floating rates. Spark employs the use of
derivative financial instruments to reduce its exposure to
fluctuations in interest rates with the objective to minimise the cost
of net borrowings and to minimise the impact of interest rate
movements on Spark’s interest expense and net earnings.
Spark uses cross-currency interest rate swaps to convert foreign
currency borrowings into floating-rate New Zealand dollar
positions. Interest rate swaps are used to convert certain floating-
rate positions into fixed-rate positions and vice versa. As a
consequence, Spark’s interest rate positions are limited to New
Zealand yield curves.
Sensitivity to interest rate movements
As at 30 June 2019 a movement in interest rates of 100 basis
points would (after hedging) impact the statement of profit or loss
by less than $1 million (30 June 2018: less than $1 million) and
statement of changes in equity by less than $59 million (30 June
2018: less than $46 million).
Electricity price risk
Nature of the risk
Electricity price risk is the risk that fluctuations in spot electricity
prices will impact Spark’s financial performance.
Exposure and risk management
Spark is a large consumer of electricity, which exposes it to
fluctuations in the market spot price. To reduce its exposure to
electricity price risk, Spark has entered into electricity hedge
contracts. These contracts establish a fixed price for Spark, with the
counterparty topping up or retaining the difference between the
spot price and the fixed price over the term of the contract.
Sensitivity to electricity price movements
As at 30 June 2019 a movement of 10% in forward electricity
prices would impact the statement of profit or loss and statement
of changes in equity (after hedging) by less than $3 million (30
June 2018: nil).
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b) Credit risk
Nature of the risk
Credit risk arises in the normal course of Spark’s business on cash,
receivables and derivative financial instruments if a counterparty
fails to meet its contractual obligations.
Exposure and risk management
Spark is exposed to credit risk if customers and counterparties fail
to make payments in respect of:
• Payment of trade and other receivables as they fall due; and
• Contractual cash flows of derivative assets held at fair value.
Spark’s assets subject to credit risk as at 30 June 2019 were $1,041
million (30 June 2018 Restated: $923 million).
Spark considers the probability of default upon initial recognition
of cash, receivables and derivative assets and whether there has
been a significant increase in credit risk on an ongoing basis at the
end of each reporting period. To assess whether there is a
significant increase in credit risk, Spark compares the risk of
default occurring on these assets at the reporting date with the risk
of default at the date of initial recognition. Available, reasonable
and supportive forward-looking information is considered,
especially the following indicators:
• External credit rating (as far as available);
• Actual or expected significant adverse changes in business,
financial or economic conditions that are expected to cause a
significant change to the customer or counterparty’s ability to
meet their obligations; and
• Significant changes in the value of the collateral supporting the
obligation or in the quality of third-party guarantees or credit
enhancements.
Spark manages its exposure using a credit policy that includes
limits on exposures with significant counterparties that have been
set and approved by the Board and are monitored on a regular
basis. Spark places its cash and derivative financial instruments
with high-credit quality financial institutions and does not have
significant concentration of risk with any single party.
Concentration of credit risk for trade and other receivables is
limited due to Spark’s large customer base.
Spark has certain derivative and debt agreements that are subject
to bilateral credit support agreements that require Spark or the
counterparty to post collateral funds to support the value of certain
derivatives. As at 30 June 2019 no collateral was posted (30 June
2018: nil). Letters of credit and guarantees may also be held over
some receivable amounts. The carrying amounts of financial assets
represent the maximum credit exposure.
c) Liquidity risk
Nature of the risk
Liquidity risk represents Spark’s ability to meet its contractual
obligations as they fall due.
Exposure and risk management
Spark uses cash and derivative financial instruments to manage
liquidity and evaluates its liquidity requirements on an ongoing
basis. In general, Spark generates sufficient cash flows from its
operating activities to meet its financial liabilities. As at 30 June
2019 current liabilities of $944 million (including $283 million of
long-term debt that matures within 12 months) were greater than
current assets of $911 million (30 June 2018 Restated: current
assets of $807 million were greater than current liabilities of $759
million). Positive operating cash flows enable working capital to be
managed to meet short-term liabilities as they fall due.
In the event of any shortfalls Spark has the following financing
programmes:
• An uncommitted $500 million Note Facility with $150 million
drawn as at 30 June 2019 (30 June 2018: $500 million facility,
$150 million drawn);
• An undrawn committed standby facility of $200 million with a
number of creditworthy banks (30 June 2018: $200 million);
• Committed bank facilities of $425 million with $140 million
drawn as at 30 June 2019 (30 June 2018: $425 million facility
with $275 million drawn); and
• Committed bank overdraft facilities of $15 million with New
Zealand banks (30 June 2018: $15 million).
There are no compensating balance requirements associated with
these facilities.
Spark's liquidity policy is to maintain unutilised committed facilities
of at least 110% of the next 12 months’ forecast peak net funding
requirements. Spark's funding policy requires that the maximum
amount of long-term debt, excluding short-term debt such as
commercial paper, maturing in any 12-month period is not to
exceed $300 million, which has been met.
5.2 Financial risk management (continued)
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Notes to the financial statements
Notes to the financial statements: Financial instruments
Maturity analysis
The following table provides an analysis of Spark’s remaining contractual cash flows relating to financial liabilities. Contractual cash flows
include contractual undiscounted principal and interest payments.
CARRYING
AMOUNT
CONTRACTUAL
CASH FLOWS0–6 MONTHS6–12 MONTHS1–2 YEARS2–5 YEARS5+ YEARS
AS AT 30 JUNE 2019$M$M$M$M$M$M$M
Non-derivative financial liabilities
Trade payables 258 258 258 – – – –
Sale and leaseback liabilities 57 70 14 12 19 25 –
Lease liabilities 490 829 29 28 56 154 562
Short and long-term debt 1,395 1,559 419 54 30 539 517
Derivative financial liabilities
Interest rate swaps (net settled) 105 114 7 10 19 45 33
Electricity derivatives (net settled) 7 7 – 1 4 2 –
Cross-currency interest rate swaps (gross
settled)
Inflows – (35) – (35) – – –
Outflows 12 48 1 47 – – –
Forward exchange contracts (gross settled)
Inflows – (74) (61) (11) (2) – –
Outflows 1 75 62 11 2 – –
2,325 2,851 729 117 128 765 1,112
CARRYING
AMOUNT
CONTRACTUAL
CASH FLOWS0–6 MONTHS6–12 MONTHS1–2 YEARS2–5 YEARS5+ YEARS
AS AT 30 JUNE 2018 - RESTATED$M$M$M$M$M$M$M
Non-derivative financial liabilities
Trade payables 283 283 283 – – – –
Sale and leaseback liabilities 32 42 10 9 11 12 –
Lease liabilities 474 828 27 26 51 147 577
Short and long-term debt 1,197 1,327 267 18 295 429 318
Derivative financial liabilities
Interest rate swaps (net settled) 47 52 3 4 11 25 9
Cross-currency interest rate swaps (gross
settled)
Inflows – (264) (3) (5) (43) (20) (193)
Outflows 16 284 4 4 54 21 201
Forward exchange contracts (gross settled)
Inflows – (24) (24) – – – –
Outflows – 24 24 – – – –
2,049 2,552 591 56 379 614 912
5.2 Financial risk management (continued)
6
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Notes to the financial statements: Other information
Section 6 Other information
6.1 Income tax
Income tax expense
The income tax expense is determined as follows:
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Statement of profit or loss
Current income tax
Current year income tax expense (170) (148)
Adjustments in respect of prior periods2 2
Deferred income tax
Depreciation, provisions, accruals, tax losses and other 1 8
Adjustments in respect of prior periods (3) (2)
Income tax expense recognised in the statement of profit or loss (170) (140)
Reconciliation of income tax expense
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Net earnings before income tax 579 505
Tax at current rate of 28% (162) (141)
Adjustments to taxation
Impact of changes to accounting standards – (6)
Non-assessable gains on sale 1 3
Other non-assessable items (2) (2)
Tax effects of non-New Zealand profits (6) 6
Adjustments in respect of prior periods (1)–
Total income tax expense (170) (140)
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Notes to the financial statements
Notes to the financial statements: Other information
Deferred tax assets and liabilities
Deferred tax assets and liabilities are offset in the statement of financial position and presented as a net deferred tax liability. The
movement in the deferred tax assets and liabilities is provided below:
FIXED ASSETSLEASES
PROVISIONS &
ACCRUALSOTHERTOTAL
ASSETS/(LIABILITIES)$M$M$M$M$M
Opening balance as at 30 June 2018 – Restated (133) 24 – – (109)
Amounts recognised in statement of profit or loss
Relating to the current period1 2 (4) 2 1
Adjustments in respect of prior periods – – (2) (1) (3)
Amounts recognised in equity relating to the current year (1) – 3 23 25
Closing balance as at 30 June 2019 (133) 26 (3) 24 (86)
To be recovered within 12 months (1) (3) – – (4)
To be recovered after more than 12 months (132) 29 (3) 24 (82)
Opening balance as at 30 June 2017 (136) – 6 (4) (134)
Adjustment on adoption of NZ IFRS 9 – – 5 – 5
Adjustment on adoption of NZ IFRS 15 – – (7) – (7)
Adjustment on adoption of NZ IFRS 16 – 25 (3) – 22
Balance as at 1 July 2017 – Restated (136) 25 1 (4) (114)
Amounts recognised in statement of profit or loss
Relating to the current period 5 (1) 1 3 8
Adjustments in respect of prior periods (1) – (2) 1 (2)
Acquisitions – – – (4) (4)
Amounts recognised in equity relating to the current year (1) – – 4 3
Closing balance as at 30 June 2018 – Restated (133) 24 – – (109)
To be recovered within 12 months (5) 1 – – (4)
To be recovered after more than 12 months (128) 23 – – (105)
Spark has not recognised the tax effect of accumulated unrestricted losses and temporary differences amounting to AUD$461 million at
30 June 2019 based on the relevant corporation tax rate of Australia (30 June 2018: AUD$461 million). These losses and temporary
differences may be available to be carried forward to offset against future taxable income. However, utilisation is contingent on the
production of taxable profits over a significant period and is subject to compliance with the relevant taxation authority requirements.
Spark has a negative imputation credit account balance of $21 million as at 30 June 2019 due to the timing of dividend and tax
payments (30 June 2018: $45 million negative balance). The imputation credit account had a positive balance as at 31 March 2019 and
31 March 2018.
6.1 Income tax (continued)
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6.2 Employee share schemes
Spark operates share-based compensation plans that are equity settled as outlined below.
Restricted share schemes
A restricted share scheme was initially introduced for selected employees in September 2001. For new allocations after August 2015
these were replaced by two new restricted share schemes:
• Spark New Zealand Long Term Incentive Scheme; and
• Spark New Zealand Managing Director Long Term Incentive Scheme.
The Spark New Zealand Long Term Incentive Scheme is for the Leadership Squad and senior leaders and delivers one scheme with the
same set of rules under one long-term incentive, with a performance hurdle in place. The Spark New Zealand Managing Director Long
Term Incentive Scheme replaced the Managing Director performance rights scheme.
Under these restricted share schemes ordinary shares in the Company are issued to Spark Trustee Limited. Participants purchase shares
from Spark Trustee Limited with funds lent to them by the Company and which are held on their behalf by Spark Trustee Limited. If the
individual is still employed by Spark at the end of the vesting period (generally three years) and applicable performance hurdles are met,
the employee is provided a cash bonus, which must be used to repay the loan and the shares are then transferred to the individual. The
target for this hurdle is the Company’s cost of equity plus 1% compounding annually.
Information regarding shares and options awarded under these schemes is as follows:
NUMBER OF SHARES
YEAR ENDED 30 JUNE
20192018
Opening balance as at 1 July 1,662,244 2,056,905
Granted 701,852 711,776
Vested (479,156) (795,654)
Lapsed (129,078) (310,783)
Closing balance as at 30 June 1,755,862 1,662,244
Percentage of total ordinary shares0.10%0.09%
The fair value of the employee services received in exchange for the grant of equity instruments is recognised as an expense, with a
corresponding entry in equity. The total charge recognised for these schemes for the year ended 30 June 2019 was $2 million (30 June
2018: $2 million). As at 30 June 2019, $3 million of share scheme awards remain unvested and not expensed (30 June 2018: $3 million).
This expense, measured at its fair value based on a valuation model, will be recognised over the remaining vesting period of the awards.
Spark Share, an employee share purchase programme, does not have a material impact on these financial statements.
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Notes to the financial statements
Notes to the financial statements: Other information
6.3 Related party transactions
Related parties of Spark include the associates and joint venture companies listed in note 3.3 and key management personnel
detailed below.
Interest of directors in certain transactions
A number of the Company’s directors are also directors of other companies and any transactions undertaken with these entities
have been entered into on an arm’s length commercial basis.
Transactions with associate and joint venture companies
Spark has the following transactions with associates and joint ventures:
• Spark provides network operations and management services to Southern Cross in respect of its operations in New Zealand;
• Spark makes payments to Southern Cross in connection with capacity it has purchased on Southern Cross’ network;
• Spark made payments to Southern Cross for operational expenditure relating to cable maintenance; and
• Spark made payments to Connect 8 Limited for fibre and telecommunications construction services.
Balances and amounts in respect of these transactions with associate and joint venture companies are set out in the table below:
RESTATED
20192018
AS AT AND FOR THE YEAR ENDED 30 JUNE$M$M
Operating revenues
1
37 56
Operating expenses 9 8
Capacity acquired and other capital expenditure
2
29 18
Receivables 33 14
Payables – 4
1 Includes dividend income from Southern Cross of $15 million for the year ended 30 June 2019 (30 June 2018: $50 million).
2 As at 30 June 2019 Spark has committed to purchases of $33 million for cable capacity from Southern Cross (30 June 2018: $46 million).
Key management personnel compensation
RESTATED
20192018
YEAR ENDED 30 JUNE$’000$’000
Directors’ remuneration 1,342 1,280
Salary and other short-term benefits
1
8,520 7,630
Long-term incentives and share-based compensation
2
2,191 2,168
12,053 11,078
1 Includes short-term benefits paid on termination.
2 Includes $1,941,000 share-based compensation and $250,000 other long-term incentives (30 June 2018: $2,135,000 share-based compensation and $33,000 other long-term
incentives).
The table above includes remuneration of the Managing Director and the other members of the Leadership Squad, including amounts
paid to members of the Leadership Squad who left during the year ended 30 June or were in acting Leadership Squad positions. Like
other Spark employees members of the Leadership Squad also receive product and service concessions. In addition, where members of
the Leadership Squad are KiwiSaver members, they receive contributions towards their KiwiSaver schemes.
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6.4 Subsidiaries
Subsidiaries are all entities over which Spark has control. The significant subsidiary companies of Spark and their activities are as follows:
NAMECOUNTRYOWNERSHIPPRINCIPAL ACTIVITY
Computer Concepts LimitedNew Zealand100%IT infrastructure and business cloud services
Digital Island LimitedNew Zealand100%Business telecommunications provider
Gen-i Australia Pty Limited Australia100%Provides outsourced telecommunications services
Lightbox New Zealand LimitedNew Zealand100%Subscription video-on-demand service
Qrious LimitedNew Zealand100%Big data analytics business
Revera LimitedNew Zealand100%IT infrastructure and data centre provider
Spark Finance LimitedNew Zealand100%A Group finance company
Spark New Zealand Trading LimitedNew Zealand100%Provides local, national and international telephone and data services
Spark Retail Holdings LimitedNew Zealand100%Retailer of telecommunications products and services
TCNZ (Bermuda) LimitedBermuda100%A holding company
Teleco Insurance LimitedBermuda100%A Group insurance company
Telecom New Zealand USA LimitedUnited States100%Provides international wholesale telecommunications services
Telecom Southern Cross LimitedNew Zealand100%A holding company
Telegistics LimitedNew Zealand100%Mobile phone repair and equipment distribution
The financial year end of all significant subsidiaries is 30 June.
6.5 Reconciliation of net earnings to net cash flows from operating activities
RESTATED
20192018
YEAR ENDED 30 JUNE$M$M
Net earnings for the year 409 365
Adjustments to reconcile net earnings to net cash flows from operating activities
Depreciation and amortisation 477 481
Bad and doubtful accounts 17 18
Deferred income tax– (3)
Share of associates’ and joint ventures’ net losses 1 3
Impairments 3 10
Other gains (15) (10)
Other 7 2
Changes in assets and liabilities net of effects of non-cash and investing and financing activities
Movement in receivables and related items (122) (68)
Movement in inventories (21) 16
Movement in current taxation 35 (23)
Movement in payables and related items (14) 29
Net cash flows from operating activities 777 820
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Notes to the financial statements
Notes to the financial statements: Other information
6.6 Commitments and contingencies
Capital and other commitments
As at 30 June 2019 capital expenditure contracted for, but not yet
incurred, was $249 million (30 June 2018: $210 million) with $137
million due in the year ending 30 June 2020. Commitments
principally relate to telecommunications network equipment,
spectrum rights and cable capacity.
As at 30 June 2019 Spark had other supplier commitments of
$264 million (30 June 2018: $184 million), with $199 million due in
the year ending 30 June 2020.
Contingencies
No ongoing claims, investigations and inquiries are expected to
have a significant effect on Spark’s financial position or profitability.
6.7 Additional information on impact of NZ
IFRS 15 Revenue from contracts with
customers
NZ IFRS 15 sets out the requirements for recognising revenue and
costs from contracts with customers. The standard requires the
apportionment of revenue earned from contracts to individual
promises, or performance obligations, on a relative stand-alone
selling price basis, based on a five-step model. The material
changes on adoption of NZ IFRS 15 by Spark are summarised by
revenue type below.
i) Mobile revenue
The majority of Spark’s consumer pay-monthly mobile contracts
are ‘open term’, however, some customers have contracts with
fixed contract terms, such as 24 months. These contracts generally
include device subsidies, which can be applied to the discounted
purchase of a handset. Under the previous revenue standard, NZ
IAS 18, Spark recognised revenue from arrangements with
multiple elements in a manner that is similar to the requirements of
NZ IFRS 15, based on previous industry guidance for the
telecommunications sector available for these transactions. There
has therefore not been a material acceleration of device revenue
on adoption of NZ IFRS 15 and this may differ to other
telecommunications companies. However, under NZ IFRS 15
revenue is allocated with reference to the stand-alone selling
prices and the allocation of revenue to distinct goods or services
(performance obligations) varies from the previous allocation,
which was based on relative fair value.
Spark provides customers the ability to obtain devices on an
‘interest-free’ device repayment plan. The inherent financing
component of this offer to customers was previously assessed
using Spark’s incremental borrowing rate, however, NZ IFRS 15
requires the use of an interest rate that would be used in a
separate financing transaction between Spark and the customer
that reflects their credit characteristics. The application of this rate
to the sale of devices sold on repayment plans has resulted in a
reduction in device revenue and an increase in interest income
recognised over the repayment term.
NZ IFRS 15 provides updated guidance for determining whether
an entity is a principal or agent when delivering goods or services
to customers. This is applicable for mobile contracts where Spark
provides customers the option to obtain free or discounted
services that are provided by third parties, such as Spotify, within
our mobile contracts. Spark has assessed that under NZ IFRS 15
we are an agent in relation to such services. Spark’s previous
accounting policy under NZ IAS 18 was to recognise the cost of
these extras within operating expenses. However, under NZ IFRS
15 these extras are considered separate performance obligations
and revenue is recognised, net of relevant costs, upon delivery
to the customer. This has resulted in a reduction in reported
operating revenue and operating expenses but no impact on
net earnings.
There has been no material change to revenue recognition
practices for mobile revenue from enterprise and government
customers due to the implementation of NZ IFRS 15.
ii) Broadband revenue
As noted above for mobile revenue, Spark has previously
recognised revenue under NZ IAS 18 from arrangements with
multiple elements in a manner that is similar to the requirements of
NZ IFRS 15. For broadband contracts this included the recognition
of revenue on delivery of modems (excluding wireless broadband
modems) provided free to new broadband customers, as they are
distinct. Revenue was allocated to the modem and the broadband
service based on their relative fair value, with the revenue for the
broadband service recognised as that service is provided across its
contract term. There has not been an acceleration of modem
revenue on adoption of NZ IFRS 15 and this may differ to other
telecommunications companies. However, as the revenue is now
allocated to a customer’s broadband contract with reference to the
stand-alone selling prices of all performance obligations provided
in the contract, the allocation of revenue between revenue types
has changed.
Spark’s broadband contracts may include offers such as account
credits, periods of ‘free’ service and other incentives. Under NZ IAS
18 Spark previously accounted for such offers as a reduction in
broadband service revenue over a customer’s contract period.
Under NZ IFRS 15 such incentives are generally included within the
calculation of the total transaction price for the bundle of goods
and services provided in a broadband contract. Revenue is then
allocated to each performance obligation based on its relative
stand-alone selling price and recognised either at a point in time
or over time. This results in incentives generally being allocated to
other performance obligations in a broadband contract, such as
the modem.
Where Spark provides value-added services, such as Lightbox, as
part of a mobile or broadband plan, revenue must be allocated to
each component of that offer. Spark has calculated the revised
allocation of revenue to each of these components, however, to be
consistent with how the business is managed and performance
assessed, we have elected to retain allocated revenue within the
same product category in which revenues are currently reported.
For example, revenue attributable to Lightbox as part of a
bundled broadband offer continues to be reported within
broadband revenue.
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As with mobile contracts the updated NZ IFRS 15 guidance for
determining whether an entity is a principal or agent is also
relevant for Spark’s broadband contracts. Broadband contracts can
include options to obtain free or discounted services that are
provided by third parties, such as Netflix. Spark’s previous
accounting policy under NZ IAS 18 was to recognise the cost of
these extras within operating expenses over the contract term.
However, under NZ IFRS 15 these extras are considered separate
performance obligations and revenue is recognised, net of
relevant costs, upon delivery to the customer. This results in a
reduction in reported operating revenue and operating expenses
but no impact on net earnings.
iii) Voice
Voice revenue includes revenue from customers with landline-only
services, calling and video-conferencing services. Revenue from
such contracts under NZ IFRS 15 is generally recognised in a
pattern consistent with the previous requirements of NZ IAS 18
and no material changes have resulted from the adoption of NZ
IFRS 15.
iv) Cloud, security and service management
Spark provides cloud, security and service management services
primarily to large enterprises and government departments. For all
contracts Spark determines if the arrangement with a customer
creates enforceable rights and obligations. This assessment results
in certain Master Service Agreements (‘MSAs’) signed with
enterprise and government customers not meeting the definition
of a contract under NZ IFRS 15 and as such the individual service
agreements, linked to the MSA, are treated as individual contracts.
Each contract may include multiple services, such as data centre
services, infrastructure-as-a-service, software-as-a-service, secure
connectivity services, data analytics services, IT sourcing and
professional services for technology requirements and IT projects.
The contracts may incorporate services provided by third parties,
which, based on the updated NZ IFRS 15 guidance for
determining whether an entity is a principal or agent when
delivering goods or services to customers, has resulted in Spark
recognising net proceeds from such transactions. This results in a
net reduction in reported operating revenue but no impact on
net earnings.
Cloud services, which allow customers to use Spark’s infrastructure
and hosted software over the contract period without taking
possession of the infrastructure or software, are provided on either
a subscription or consumption basis. Revenue related to cloud
services provided on a subscription basis is recognised rateably
over the contract period. Revenue related to cloud services
provided on a consumption basis, such as the amount of storage
used in a period, is recognised based on the customer utilisation
of such resources. When cloud services require a significant
level of integration and interdependency with software and the
individual components are not considered distinct, all revenue
is recognised over the period in which the cloud services are
provided.
Cloud, security and service management contracts frequently
include transition projects that do not deliver a distinct good or
service to the customer and as such do not qualify as separate
performance obligations. For the majority of these contracts the
value to the customer is delivered over time, regardless of upfront
transition activities. Operating revenue received for these projects,
as well as costs incurred to fulfil such contracts, are currently
deferred and recognised in revenue and operating expenses
respectively over the life of the contract to the extent that they are
recoverable. This treatment is consistent with the contract cost
requirements of NZ IFRS 15 and there have therefore been no
material changes in relation to their accounting treatment.
Some contracts may include the provision of a service, together
with a device or other equipment, which meets the definition of an
operating lease under NZ IFRS 16 Leases. Spark has early adopted
NZ IFRS 16 at the same time as NZ IFRS 15 and further details of
the impact are outlined in notes 1.1 and 1.4.
v) Procurement and partners
Procurement revenue relates to the procurement of hardware and
software on behalf of customers and partner revenue relates to
partner-provided IT services. NZ IFRS 15 provides updated
guidance for determining whether an entity is a principal or agent
when delivering goods or services to customers. Where an agency
relationship is identified, the result is Spark recognising net
proceeds from such transactions, decreasing operating revenue
but with no impact on net earnings. No material changes have
resulted from the adoption of the new revenue standard.
vi) Managed data and networks
Managed data and networks revenue includes revenue from the
provision of data connectivity for businesses and proactive
monitoring and managed services for customer networks.
Revenue from such contracts was generally recognised in a
pattern consistent with the requirements of NZ IFRS 15 and no
material changes have resulted from the adoption of the new
revenue standard.
vii) Other operating revenue
Other operating revenue includes revenue from subsidiary
companies, such as Qrious, Lightbox and Morepork and other
charges to customers. Revenue from such contracts was generally
recognised in a pattern consistent with the requirements of NZ
IFRS 15 and no material changes have resulted from the adoption
of the new revenue standard.
6.7 Additional information on impact of NZ
IFRS 15 Revenue from contracts with
customers (continued)
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© 2019 KPMG, a New Zealand partnership and a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity.
Independent Auditor’s Report
To the shareholders of Spark New Zealand Limited
Report on the consolidated financial statements
Opinion
In our opinion, the accompanying consolidated
financial statements of Spark New Zealand Limited
(the company) and its subsidiaries (the group) on
pages 38 to 89:
i.present fairly in all material respects the group’s
financial position as at 30 June 2019 and its
financial performance and cash flows for the
year ended on that date; and
ii.comply with New Zealand Equivalents to
International Financial Reporting Standards and
International Financial Reporting Standards.
We have audited the accompanying consolidated
financial statements which comprise:
—the consolidated statement of financial position
as at 30 June 2019;
—the consolidated statements of profit or loss
and other comprehensive income, changes in
equity and cash flows for the year then ended;
and
—notes, including a summary of significant
accounting policies and other explanatory
information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We are independent of the group in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics
for Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board and the
International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA Code),
and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code.
Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the
consolidated financial statements section of our report.
Our firm has also provided other services to the group in relation to regulatory audit, other assurance-related
services (such as trustee reporting) and compliance services. Subject to certain restrictions, partners and
employees of our firm may also deal with the group on normal terms within the ordinary course of trading activities
of the business of the group. These matters have not impaired our independence as auditor of the group. The firm
has no other relationship with, or interest in, the group.
Materiality
The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the
nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually
and on the consolidated financial statements as a whole. The materiality for the consolidated financial statements
as a whole was set at $26 million determined with reference to a benchmark of group earnings before income
tax. We chose the benchmark because, in our view, this is a key measure of the group’s performance.
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Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the consolidated financial statements in the current period. We summarise below those matters and our key audit
procedures to address those matters in order that the shareholders as a body may better understand the process
by which we arrived at our audit opinion. Our procedures were undertaken in the context of and solely for the
purpose of our statutory audit opinion on the consolidated financial statements as a whole and we do not express
discrete opinions on separate elements of the consolidated financial statements.
The key audit matter How the matter was addressed in our audit
Revenue recognition
Refer to note 2.2 to the financial statements
which discloses total revenues of $3,533 million
(2018 restated: $3,533 million) including:
-Mobile $1,271 million (2018 restated:
$1,237 million)
-Broadband $685 million (2018 restated:
$665 million)
-Voice $486 million (2018 restated: $573
million)
-Cloud, security and service management
$400 million (2018 restated: $370 million)
Revenue recognition is considered to be a key
audit matter due to the complexity of the revenue
recognition accounting standards as applied to
the telecommunications industry.
For the year ended 30 June 2019 the group has
adopted NZ IFRS 15 Revenue from Contracts
with Customers using the full retrospective
method with prior period comparatives being
restated.
Refer to notes 1.1, 1.4 and 6.7 which outline the
impact of the transition to NZ IFRS 15.
The adoption of this accounting standard involves
key judgements and estimates, principally
surrounding:
Revenue arrangements with multiple goods
and/or services:
-assessing the length of the contractual
term with customers that have a material
impact on the timing of revenue and cost
recognition;
-identifying the separate performance
obligations of bundled arrangements and
determining whether they are distinct;
-allocating the transaction price to the
performance obligations in bundled
arrangements; and
Our audit procedures included:
For the adoption of NZ IFRS 15 Revenue from
Contracts with Customers:
-assessing the group’s basis for the
identification of performance obligations and
comparing the performance obligations
identified, on a sample basis, to the underlying
contractual agreements;
-
using our technical accounting specialists to
review the conclusions reached by
management;
-
performing tests on the accuracy of transition
adjustments arising from the adoption of NZ
IFRS 15 on a sample basis; and
-evaluating the disclosures made in the group
financial statements against the requirements
in NZ IFRS 15 and NZ IAS 8 Changes in
accounting policies.
For the adoption of NZ IFRS 15, we identified no errors
with the identification of performance obligations,
transition adjustments or disclosures.
For Mobile, Broadband and Voice products bundled into
a single offer:
-reviewing a sample of customer contracts to
understand each of the performance
obligations in the bundled offering;
-challenging the group’s assessment for each
performance obligation
about whether the
customer can benefit from the product or
service on its own or together with readily
available resources;
-assessing the allocation of the transaction
price to the performance obligations by
comparing the stand-alone selling price
assigned to observed market prices or
estimated prices;
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3
The key audit matter How the matter was addressed in our audit
-examining contracts to determine
whether Spark is the principal or agent
which will impact the reporting of
revenue and costs on a gross or net basis.
Contractual arrangements for Cloud, Security and
Service Management services offered, involving
the design, build and offering of ongoing
Information Technology solutions, including ‘as a
service’ offerings:
-identifying the separate performance
obligations of bundled transactions and
whether those performance obligations
are distinct;
-assessing whether the performance
obligations are satisfied at a point in time
or over time; and
-determining the quantum and timing of
contract profit. The latter includes
assessing the assumptions
underpinning the individual project
profitability forecasts over the life of the
contract and the recoverability of
contract specific assets.
-examining the stages at which revenue for
each performance obligation is recognised;
and
-assessing the recognition and timing of costs
to acquire and costs to fulfil customer
contracts.
For the bundled offerings, we identified no errors with
the assessment of each performance obligation in the
bundled offerings and reasonable assumptions were
used to reflect the stand-alone selling price allocated to
each performance obligation.
For contractual arrangements for Cloud, Security and
Service Management product offers:
-reviewing a sample of contracts to understand
the services the g
roup has contracted to
deliver;
-agreeing revenue recognised to a sample of
customer contracts and agreed customer
contract variations;
-evaluating the timing of revenue recognition
applied fo
r each contract reviewed by
discussing with and challenging of the project
managers, reviewing project summary reports,
customer correspondence and historical
customer profitability analyses; and
-
evaluating the status of implementation of
each contract, through discussion with project
managers and reviewing project summary
reports.
For the Spark Cloud, Security and Service Management
contracts, we consider the estimates of projected
revenue and costs or the assessments of the stage of
completion of the projects to be balanced.
We identified no errors with revenue recognition.
Impact of changes in technology and the group’s network strategy on the carrying value of property,
plant & equipment and intangible assets
Refer to notes 3.6 and 3.7 to the financial
statements.
The group has property, plant & equipment and
intangible assets of $1,999 million (2018 restated:
$1,995 million) with additions during the year of
$406 million (2018 restated: $397 million).
The capitalisation and carrying value of property,
plant & equipment and intangible assets is
considered to be a key audit matter due to the
significance of the assets to the group’s
statement of financial position, and due to the
level of judgement involved in determining the
carrying value of these assets, principally:
Our audit procedures included:
-examining controls surrounding application of
accounting policies to capitalise or expense
project spend;
-assessing the capitalisation of costs incurred
on capital projects, by examining a sample of
additions to identify if the spend meets the
definition of an asset as per the applicable
accounting standards;
-assessing the allocated useful economic lives,
by comparing to industry benchmarks and our
knowledge of the business and its operations
and the technology life-cycles anticipated;
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The key audit matter How the matter was addressed in our audit
-the capitalisation or expensing of costs;
-the useful economic lives assigned to
the assets capitalised;
-the impact of planned or unexpected
replacement technology on the carrying
value of property, plant & equipment and
intangible assets; and
-accounting for software as a service
contracts.
-assessing the need for accelerated
depreciation or impairment of assets, by
considering the impact of developments in
technology and changes to the group’s
technology transformation strategy; and
-reviewing a sample of software as a service
contracts to determine whether the licensing
and delivery model provided by the contracts
have been expensed or capitalised as
appropriate depending on the terms of each
contract.
We found no issues as a result of our audit procedures
over the amounts capitalised to property, plant &
equipment and intangible assets.
We found asset useful lives used by the group were
within an acceptable range when compared to those
commonly used in the industry, and appropriately
reflected technological developments within the
group’s intended capital roadmap. We considered the
impact of developments in technology and changes to
the group’s technology transformation strategy on
useful lives and carrying value and considered the
carrying value to be appropriate.
Other information
The Directors, on behalf of the group, are responsible for the other information included in the entity’s Annual
Report. Other information includes the Chair and CEO review, Purpose and strategy, Our performance, other
content and Other Information which includes disclosures relating to corporate governance and statutory
information. Our opinion on the consolidated financial statements does not cover any other information and we
do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit or otherwise appears materially
misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Use of this independent auditor’s report
This independent auditor’s report is made solely to the shareholders as a body. Our audit work has been
undertaken so that we might state to the shareholders those matters we are required to state to them in the
independent auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept
or assume responsibility to anyone other than the shareholders as a body for our audit work, this independent
auditor’s report, or any of the opinions we have formed.
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5
Responsibilities of the Directors for the consolidated financial
statements
The Directors, on behalf of the group, are responsible for:
—the preparation and fair presentation of the consolidated financial statements in accordance with generally
accepted accounting practice in New Zealand (being New Zealand Equivalents to International Financial
Reporting Standards) and International Financial Reporting Standards;
—implementing necessary internal control to enable the preparation of a consolidated set of financial statements
that is fairly presented and free from material misstatement, whether due to fraud or error; and
—assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless they either intend to liquidate or to
cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial
statements
Our objective is:
—to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from
material misstatement, whether due to fraud or error; and
—to issue an independent auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with ISAs NZ will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
A further description of our responsibilities for the audit of these consolidated financial statements is located at
the External Reporting Board (XRB) website at:
http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/
This description forms part of our independent auditor’s report.
The engagement partner on the audit resulting in this independent auditor's report is David Gates.
For and on behalf of
KPMG
Wellington
21 August 2019
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Corporate governance disclosures
Stock exchange listings
Spark’s ordinary shares are listed on the NZX and ASX. Spark is admitted to the Official List of ASX as a foreign exempt issuer. As an NZX
listed issuer and ASX foreign exempt issuer, Spark complies with NZX Listing Rules and applicable ASX Listing Rules.
Spark’s American Depositary Shares, each representing five ordinary Spark shares and evidenced by American Depositary Receipts (ADRs),
are traded over-the-counter in the United States. This is a Level 1 ADR programme that is sponsored by Bank of New York Mellon.
Spark Finance Limited, a wholly owned subsidiary of Spark New Zealand Limited, has debt securities listed on the NZX and LuxSE. Details
of debt securities issued by Spark Finance Limited can be found in Spark Finance Limited’s reports at: http://investors.sparknz.co.nz/
Investor-Centre.
Director remuneration
The total remuneration available to non-executive directors is fixed by shareholders. The current annual remuneration limit is $1,630,000
following an increase of $130,000 approved at the annual meeting held in November 2017.
The fees payable to non-executive directors during FY19 were:
BOARD/COMMITTEECHAIR
1
MEMBER
2
Board of Directors$362,500$142,800
Audit and Risk Management Committee (ARMC)$38,400$18,700
Human Resources and Compensation Committee (HRCC)$32,900$16,500
Nominations and Corporate Governance Committee (NOMs)––
1 Committee Chair and member fees were not payable to the Chair of the Board. Committee member fees were not payable to committee Chairs.
2 Member fees were payable for each committee.
From 1 July 2019 the non-executive directors’ fees increased by 1.7% (rounded to the nearest $100), to be paid out of the current
shareholder-approved annual remuneration limit of $1,630,000.
This increase approximates the average annual CPI increase seen over the last four quarters and is expected to broadly maintain the market
positioning outlined in the independent Ernst & Young benchmarking report that was distributed alongside the 2017 Notice of Annual
Meeting.
Committee membership as at 30 June 2019 was as follows:
HUMAN RESOURCES AND
COMPENSATION COMMITTEE
AUDIT AND RISK
MANAGEMENT COMMITTEE
NOMINATIONS AND CORPORATE
GOVERNANCE COMMITTEE
Alison Barrass (Chair)Charles Sitch (Chair)Justine Smyth (Chair)
Ido LefflerPaul BerrimanAlison Barrass
Justine SmythPip GreenwoodPaul Berriman
Justine Smyth (ex officio)Pip Greenwood
Ido Leffler
Charles Sitch
Corporate governance disclosures
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Corporate governance disclosures
The total remuneration received by non-executive directors of Spark during FY19 was as follows:
1
NAME OF DIRECTORBOARD FEES
AUDIT & RISK
MANAGEMENT
COMMITTEE FEES
NOMINATION &
CORPORATE
GOVERNANCE
COMMITTEE FEES
HUMAN
RESOURCES AND
COMPENSATION
COMMITTEE FEES
TOTAL
2
REMUNERATION
Justine Smyth$362,500–––$362,500
Alison Barrass$142,800––$32,900$175,700
Paul Berriman$142,800$18,700––$161,500
Alison Gerry
3
$123,969$33,336––$157,305
Pip Greenwood$142,800$18,700––$161,500
Ido Leffler$142,800––$16,500$159,300
Charles Sitch$142,800$21,298
4
––$164,098
Total$1,200,469$92,034–$49,400$1,341,903
1 The figures shown are gross amounts and exclude GST (where applicable) and are rounded to the nearest dollar.
2 This table excludes contributions towards medical and life insurance of a total of $6,223 for all non-executive directors. Spark meets costs incurred by directors that are incidental to the
performance of their duties. This includes providing New Zealand-based directors with mobile phones and a $120 per month home phone account credit and overseas-based directors
with a $400 per month telephone allowance. Spark also meets the costs of directors’ Spark-related travel. As these costs are incurred by Spark to enable directors to perform their
duties, no value is attributable to them as benefits to directors for the purposes of the above table.
3 Ms Gerry ceased to be a director on 13 May 2019.
4 Mr Sitch received fees as a member of the ARMC from 1 July 2018 to 13 May 2019 and Chair of the ARMC from 14 May 2019.
Former Managing Director remuneration
The total remuneration earned by, or paid to, the Managing Director, Simon Moutter, for FY19 is as follows:
PERIODBASE SALARY
1
SHORT-TERM
INCENTIVE
2
EQUITY
INCENTIVE
3
LONG-TERM INCENTIVE
4
FY19 actual remunerationNZ$1,417,500NZ$974,925NZ$779,940NZ$1,000,000 in the form of 168,907 restricted shares
1 Base salary includes employer contributions towards KiwiSaver and is not at risk. Mr Moutter did not receive any directors’ fees.
2 FY19 actual STI was earned in FY19 and will be paid in FY20, as further described in Managing Director STI scheme on page 35 of this report. The gross amount earned in FY18 and
paid in FY19 was $779,625.
3 FY19 actual equity incentive was earned in FY19 and will be awarded in FY20 in the form of redeemable ordinary shares that will reclassify as ordinary shares in September 2021, as
further described in Managing Director PES on page 35 of this report. The gross amount earned in FY18 and awarded in FY19 was $623,700.
4 FY19 actual long-term incentive was granted in FY19 and, subject to specific performance hurdles, will vest in September 2021, as further described in Managing Director LTI on pages
35 and 36 of this report.
The following Managing Director long-term incentives vested in FY19:
GRANT
YEARSECURITIES
PERFORMANCE
PERIOD
PERFORMANCE
MEASUREVESTING OUTCOME
SHARES
TRANSFERRED VALUE TRANSFERRED
1
FY16Restricted Shares
September 2015
– September 2018
Absolute TSR, hurdle
– Spark’s annual cost
of equity + 1%
compounding
100% – 3-year TSR
result was 57%
compared with a
37% target203,111NZ$814,475
TotalNZ$814,475
1 Represents the NZX listed price of Spark shares on the exercise/transfer date multiplied by the number of shares transferred.
Additionally, Mr Moutter’s FY16 Equity Incentive (essentially a deferred STI) vested on 19 September 2018, as the service condition was
satisfied. Accordingly, 98,946 redeemable ordinary shares converted to ordinary shares.
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Current CEO remuneration
The total anticipated target remuneration expected to be earned or paid in FY20 to the CEO, Jolie Hodson is as follows:
PERIODBASE SALARY
1
SHORT-TERM
INCENTIVE
2
LONG-TERM INCENTIVE
3
FY20 anticipated target remunerationNZ$1,200,000NZ$900,000NZ$900,000 in the form of share options
1 Base salary excludes employer contributions towards KiwiSaver and is not at risk.
2 FY20 anticipated target STI Scheme will be earned in FY20 and paid in FY21.
3 FY20 anticipated target LTI Scheme will be granted in FY20 and, subject to performance hurdles, will vest in September 2022.
The CEO is expected to acquire and hold shares that are at least equivalent in value to 25% of the CEO’s base salary but ideally would
increase this shareholding to 100% of base salary subject to the vesting of shares under any Long-Term Incentive schemes. To fulfil this
expectation shares are to be acquired within a four-year period from 1 July 2019.
Other directors’ fees
Mr Richard Quince received a director’s fee of NZ$10,000 (excluding GST) for acting as a director of Teleco Insurance (NZ) Limited.
Estera Services (Bermuda) Limited received directors’ fees of US$2,805 in relation to Ms Alison Dyer-Fagundo acting as a director of
TCNZ (Bermuda) Limited and US$2,805 in relation to Ms Alison Dyer-Fagundo acting as a director of Teleco Insurance Limited. These
directors’ fees increased to US$2,900 effective 1 January 2019.
Employee remuneration
The table below shows the number of employees and former employees, not being directors of Spark, who, in their capacity as employees,
received remuneration and other benefits during FY19 totalling NZ$100,000 or more.
1
RANGECURRENTFORMERTOTALRANGECURRENTFORMERTOTAL
$100,000 -$110,000 34923372$330,001 -$340,000 224
$110,001 -$120,000 34320363$340,001 -$350,000 224
$120,001 -$130,000 25224276$350,001 -$360,000 303
$130,001 -$140,000 2029211$360,001 -$370,000 404
$140,001 -$150,000 15019169$370,001 -$380,000 314
$150,001 -$160,000 1149123$380,001 -$390,000 101
$160,001 -$170,000 64670$390,001 -$400,000 101
$170,001 -$180,000 54963$400,001 -$410,000 202
$180,001 -$190,000 37441$410,001 -$420,000 101
$190,001 -$200,000 22325$420,001 -$430,000 101
$200,001 -$210,000 30535$430,001 -$440,000 101
$210,001 -$220,000 19120$450,001 -$460,000 202
$220,001 -$230,000 17623$460,001 -$470,000 101
$230,001 -$240,000 19322$500,001 -$510,000 101
$240,001 -$250,000 11213$540,001 -$550,000 112
$250,001 -$260,000 11213$590,001 -$600,000 011
$260,001 -$270,000 12214$630,001 -$640,000 101
$270,001 -$280,000 15419$780,001 -$790,000 101
$280,001 -$290,000 10111$910,001 -$920,000 101
$290,001 -$300,000 303$930,001 -$940,000 101
$300,001 -$310,000 606$1,100,001 -$1,110,000 011
$310,001 -$320,000 415$1,160,001 -$1,170,000 101
$320,001 -$330,000 303$1,240,001 -$1,250,000 101
Total1,7791611,940
1. The table includes base salaries, short-term incentives and vested long-term incentives. The table does not include: amounts paid after 30 June 2019 relating to FY19; long-term
incentives that have been granted and have yet to vest (based on grant values, the total value of which was $10 million as at 30 June 2019); product and service concessions received
by employees; contributions paid towards health and other insurances; contributions paid to the Government Superannuation Fund (a legacy benefit provided to a small number of
employees); and, if the individual is a KiwiSaver member, contributions of 3% of gross earnings towards that individual’s KiwiSaver scheme.
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Corporate governance disclosures
Ratio of female to male pay
Spark reports on pay ratio by comparing female and male in like-for-like roles. These can be broken down into four distinct categories:
1. Leadership;
2. People assessed on Contribution Models, as described on page 21 of this annual report;
3. Customer Channels: People primarily assessed on the Accreditation Model, as described on page 21 of this annual report, employed
within our Contact Centres and Retail Operations; and
4. Subsidiaries and other.
The following table sets out the ratio of female to male pay as at 30 June 2019.
CATEGORY
NUMBER OF
EMPLOYEES IN
CATEGORYPAY RATIO
1
Leadership61-2.6%
Contribution Models3,008-1.7%
Customer Channels1,344-3.3%
Subsidiaries and other964-10.9%
5,377
1 Pay Ratio = (Average female salary – average male salary) divided by average male salary.
Sparks overall pay ratio of average female to average male pay for all 5,377 employees is -18%. A major contributor to this differential is the
make-up of New Zealand’s technology sector having a significantly higher proportion of males compared to females. Spark has sought to
reduce this ratio over time with initiatives such as Women in Technology scholarships and partnering with external technology educators,
designed to proactively build a New Zealand-wide pipeline of female technology qualified employees.
Demographics of our workforce
The following table sets out the demographics at different levels of Spark’s workforce as at 30 June 2019.
1
GENDERAGE
FEMALEMALE
UNDER 30
YEARS OLD
30 – 50
YEARS OLD
OVER 50
YEARS OLD
2019201820192018
NO.%NO.%NO.%NO.%NO.%NO.%NO.%
Directors
2
343%450%457%450%00%114%686%
Leadership Squad
3
343%233%457%467%00%686%114%
Other leadership
roles
4
1835%1623%3365%5477%00%4180%1020%
Overall workforce 1,91736%2,15739%3,46764%3,35461%1,22423%3,08357%1,07720%
1 The table includes details of permanent and fixed-term employees of Spark and its directors.
2 Ms Gerry ceased to be a director on 13 May 2019.
3 Excludes the Managing Director as he is already included as a director in the figures above. The Leadership Squad is considered ‘senior managers’ for the purposes of the Financial
Markets Conduct Act 2013 and ’senior executives’ for the purposes of the ASX Corporate Governance Council’s Principles and Recommendations.
4 Substantive roles that report directly to members of the Leadership Squad (including the Managing Director).
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Starters
The following table sets out new permanent employees who commenced employment with Spark during FY19.
GENDERAGE
FEMALEMALEUNDER 3030 – 5050+
Total41967750653456
Percentage38%62%46%49%5%
Leavers
The following table sets out exiting permanent employees who left employment with Spark during FY19.
GENDERAGE
FEMALEMALEUNDER 3030 – 5050+
Total531733421665178
Percentage42%58%33%53%14%
Parental Leave
Spark provides a parental leave policy for eligible employees, regardless of gender, sexuality, age or whether the employee is giving birth or
adopting a child. If an employee has been employed by Spark for a minimum of 12 months then Spark will top up the Government’s
parental leave payments so the employee receives 80% of their salary for up to 22 weeks. As a guaranteed minimum to the policy Spark
ensures that the total amount someone receives, less any Government paid primary carer’s payments, will not be less than the equivalent of
six weeks of ordinary salary.
Eligibility for parental leave is in accordance with Government legislation.
FEMALEMALE
1
Employees that took parental leave during FY19832
Employees that returned to work during FY19 after taking parental leave762
Employees that reached 12 months of continued service during FY19 after returning to work from parental
leave
512
Return to work rate
2
90%100%
Retention rate
3
66%67%
1 Males that took less than 30 days leave have been excluded.
2 Return to work rate = Total number of employees who did return to work during FY19 after parental leave divided by the total number of employees due to return to work during FY19
after taking parental leave.
3 Retention rate = Total number of employees retained 12 months after returning to work during FY19 following a period of parental leave divided by the total number of employees
returning from parental leave in FY18.
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Corporate governance disclosures
Benefits provided to full-time employees that are not provided to temporary or part-time employees
The following table sets out benefits provided to full-time employees during FY19 that are not provided to temporary or part time employees
1
.
FULL-TIME PERMANENT
EMPLOYEES
PART-TIME PERMANENT
EMPLOYEES
FIXED-TERM/CASUAL
EMPLOYEES
Parental leaveYe sYe sYe s
2
Insurance cover:
• Medical
• Life & Terminal Illness
• Income Protection
• Trauma
Ye sYe s
3
No
Spark account credit
4
Ye sYe sNo
Ability to participate in Spark Share
5
Ye sYe sNo
Volunteer Day
6
Ye sYe sNo
Spark Give
7
Ye sYe sNo
8
Eligibility to join Marram
9
Ye sYe sNo
Eligible for purchased leave
10
Ye sYe sNo
1 Excludes benefits offered to some subsidiaries that differ from Spark’s overall benefits suite.
2 Eligibility for parental leave is in accordance with Government legislation.
3 Employees must work at least 15 hours a week to be eligible.
4 Employees with a Spark account will receive a monthly credit of $120 that can be used towards any Spark products or services.
5 Spark’s employee share purchase scheme.
6 The opportunity for Spark employees to take a day of paid volunteer leave.
7 If an employee donates to a charity or to a school directly from their pay then Spark will match the amount dollar-for-dollar, up to a $500 annual matching cap.
8 Casual employees are ineligible.
9 Marram Trust offers access to accommodation across New Zealand for discounted rates, as well as providing a basic level of healthcare cover.
10 The ability to purchase one additional week of annual leave via a deduction of base salary.
Board and committee meeting attendance for FY19
The Board held eight formal meetings and two special meetings during FY19. The table below shows director attendance at these Board
meetings and committee member attendance at committee meetings. Sub-committees of the Board also met regularly throughout the year
to consider matters of special importance.
BOARD
SPECIAL BOARD
MEETINGARMCHRCCNOMS
Total number of meetings held82564
Alison Barrass82–64
Paul Berriman825–4
Alison Gerry
1
6242
Pip Greenwood825–4
Ido Leffler82–44
Simon Moutter80–––
Charles Sitch825–4
Justine Smyth825
2
64
1 Ms Gerry ceased to be a director on 13 May 2019.
2 Ms Smyth attended ARMC meetings in an ex officio capacity.
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Spark New Zealand Annual Report 2019Bringing the future faster
Director independence and interests
The Board has determined, based on information provided by directors regarding their interests, that at 30 June 2019 Ms Barrass,
Mr Berriman, Ms Greenwood, Mr Leffler, Mr Sitch and Ms Smyth were independent. The criteria for determining director independence
and conflict of interest may be found in the Board Charter at: https://www.sparknz.co.nz/about/governance.
Directors made the following entries in the Interests Register for FY19:
• Directors disclosed, pursuant to section 140 of the Companies Act 1993, interests in the following entities during FY19:
DIRECTORENTITYRELATIONSHIP
Alison BarrassGough Group
Tom & Luke Holdings Limited
Methven Limited
GWA Group Limited
Rockit Irongate Limited
Ceased to be a director
Director and Chair
Ceased to be a director
Director
Director
Pip GreenwoodRussell McVeagh
Westpac New Zealand Limited
The a2 Milk Company Limited
Ceased to be Interim CEO and ceased to be Partner
Director
Director
Ido LefflerBeach House GroupCeased to be Chair but remains a director
Charles SitchMelbourne Cricket Club
Apiam Animal Health Limited
Ceased to be a committee member
Ceased to be a Board member
• Directors disclosed, pursuant to section 148 of the Companies Act 1993, the following acquisitions and disposals of relevant interests in
Spark shares during FY19:
NAMEDATE NATURE OF TRANSACTIONCONSIDERATION
NUMBER OF
SHARES
Simon Moutter2 August 2018Transfer of ordinary shares to be held in custody
for the MJ Taylor Family Trust
Nil 4,169
24, 27 & 28 August 2018Sale of ordinary shares$579,085.35150,000
19 September 2018Grant of restricted ordinary sharesServices to Spark 168,907
19 September 2018Reclassification of redeemable ordinary shares
to ordinary shares
Services to Spark98,946
19 September 2018Grant of redeemable ordinary sharesServices to Spark99,058
26 September 2018Unrestricting of restricted ordinary sharesServices to Spark 203,111
• Directors disclosed, for the purposes of section 162 of the Companies Act 1993, insurance effected for Spark’s directors and senior
managers for the 12-month period from 1 June 2019 and deeds of indemnity provided to all directors and specified senior managers
of Spark.
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102
Corporate governance disclosures
Shareholdings
As at 30 June 2019 there were 1,836,191,581 Spark ordinary shares on issue, each conferring to the registered holder the right to one vote
on a poll at a meeting of shareholders on any resolution, held as follows:
SIZE OF HOLDINGNUMBER OF HOLDERS
1
%NUMBER OF SHARES%
1-1,00012,33630.826,428,5710.35
1,001-5,00016,92542.2844,075,4762.40
5,001-10,0005,83714.5843,245,6642.36
10,001-100,0004,73011.82108,659,7435.91
100,001 and over2000.501,633,782,12788.98
Total40,028100.001,836,191,581100.00
1 Includes 1,755,862 shares on issue held by Spark Trustee Limited on behalf of 40 holders for the Spark Long-Term Incentive Plan (as further described in note 6.2 of the financial
statements). There are 603,987 shares on issue held by Spark Trustee Limited on behalf of 845 holders for Spark Share.
As at 30 June 2019 there were 191,016 redeemable ordinary shares on issue held by the Managing Director. Redeemable ordinary shares
and shares held under Spark Share have the same voting rights as ordinary shares (but are subject to restrictions regarding disposal).
Restricted ordinary shares are issued to Spark employees as part of Spark’s LTI schemes. Further information on these schemes is contained
in note 6.2 of the financial statements and from page 34 of this report.
The 20 largest registered holders of Spark shares at 30 June 2019 were:
NAME
1
NUMBER OF SHARES%
1.HSBC Nominees (New Zealand) Limited
2
423,200,41723.05
2.HSBC Nominees (New Zealand) Limited
2
251,763,91213.71
3.JP Morgan Chase Bank198,461,22210.81
4.Citibank Nominees (NZ) Limited135,917,5037.40
5.HSBC Custody Nominees (Australia) Limited63,074,9183.44
6.Accident Compensation Corporation52,187,5892.84
7.National Nominees New Zealand Limited49,821,9832.71
8.Cogent Nominees Limited42,966,9962.34
9.New Zealand Superannuation Fund Nominees Limited36,756,7622.00
10.Tea Custodians Limited32,907,5561.79
11.Citicorp Nominees Pty Limited27,896,2421.52
12.BNP Paribas Nominees NZ Limited
3
25,699,6801.40
13.FNZ Custodians Limited23,924,8801.30
14.National Nominees Limited21,875,6611.19
15.BNP Paribas Nominees NZ Limited
3
21,423,484,1.17
16.JP Morgan Nominees Australia Pty Limited21,113,3481.15
17.Premier Nominees Limited20,799,6041.13
18.JB Were (NZ) Nominees Limited13,477,8470.73
19.New Zealand Depository Nominee Limited11,726,6700.64
20.Cogent Nominees (NZ) Limited 11,487,2940.63
1. The shareholding of New Zealand Central Securities Depository Limited (custodian for members trading through NZClear) has been reallocated to the applicable members.
2. Has a different holder identification number to the other HSBC Nominees (New Zealand) Limited entry.
3. Has a different holder identification number to the other BNP Paribas Nominees NZ Limited entry.
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Spark New Zealand Annual Report 2019Bringing the future faster
According to substantial holder notices, as at 30 June 2019 the substantial holders in Spark were as follows:
NAME
NUMBER OF
ORDINARY SHARES
% OF ORDINARY
SHARES ON ISSUE
1
Blackrock Investment Management (Australia) Limited137,946,7717.51
The Vanguard Group, Inc95,668,0545.21
1 Based on issued share capital of 1,836,191,581 as at 30 June 2019.
As at 30 June 2019 directors, or entities related to them, held relevant interests (as defined in the Financial Markets Conduct Act 2013) in
Spark shares as follows:
RELEVANT INTEREST IN SPARK SHARES AT 30 JUNE 2019
NAMENUMBER%
1
Alison Barrass37,2000.002
Paul Berriman20,0000.0011
Pip Greenwood––
Ido Leffler10,0000.0005
Simon Moutter2,541,119
2
0.1384
Charles Sitch13,9340.0008
Justine Smyth350,201
3
0.0191
1 Each percentage stated has been rounded to the nearest 1/1,000th of a percent.
2 Includes 1,827,395 ordinary shares, 191,016 redeemable ordinary shares, 518,539 restricted ordinary shares and 4,169 ordinary shares held in custody for the M J Taylor Family Trust.
3 Relevant interest in beneficial ownership of 350,201 ordinary shares held by Miksha Trust.
All non-executive directors are expected to hold Spark shares. Subject to personal circumstances (that should be discussed with the Chair or,
in the case of personal circumstances of the Chair, with the Chair of the ARMC, as appropriate), there is an expectation that each non-
executive director will purchase and hold an amount of shares that are at least equivalent in value to the non-executive director base
member fee as at the date of their appointment or, in the case of directors appointed before 1 July 2017, as at 1 July 2017. Shares are to be
purchased within a three-year period from the date of appointment or, in the case of directors appointed before 1 July 2017, within a
three-year period from that date. To assess whether this expectation has been met the aggregate purchase price for all shares acquired, less
the aggregate sale price for all shares disposed (if any), is used to calculate value.
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104
Corporate governance disclosures
Subsidiary company directors
The following people held office as directors of subsidiary companies at 30 June 2019. Alternate directors are indicated with an (A).
SUBSIDIARY COMPANYPRINCIPAL ACTIVITYCURRENT DIRECTORS
DIRECTORS WHO
RETIRED DURING
THE YEAR
Computer Concepts LimitedIT infrastructure and Cloud services M Anastasiou, D Chalmers, J Hodson
Digilife New Zealand LimitedHome securityD Werder, M Stribling
Digital Island LimitedBusiness telecommunications
provider
D Chalmers, J Hodson
Gen-i Australia Pty LimitedProvides outsourced
telecommunications services
F Evett, I Hopkins
Gen-i LimitedHolding companyJ Hodson, S KnightM Anastasiou
Lightbox New Zealand LimitedSubscription video-on-demand
service
D Chalmers, M BainG McBeath
Qrious LimitedBig data analytics businessD Chalmers, N Morris
Revera LimitedIT infrastructure and data centre
provider
M Anastasiou, D Chalmers, J Hodson
Spark Finance LimitedGroup finance companyM Anastasiou, D Chalmers,
M Sheppard, D Werder
Spark New Zealand Cables LimitedInvestment companyM Sheppard, C Fraser
Spark New Zealand LS LimitedLightbox Sport limited partnershipD Chalmers, J Hodson
Spark New Zealand Trading LimitedProvides local, national and
international telephone and data
services
M Anastasiou, D Chalmers, J Hodson C Barber, M Beder
Spark Retail Holdings LimitedRetailer of telecommunications
products and services
M Anastasiou, D Chalmers
Spark Trustee LimitedTrustee companyM Anastasiou, D Chalmers
TCNZ Australia Investments Pty LimitedAustralian operationsF Evett, I Hopkins
TCNZ (Bermuda) LimitedHolding companyD Havercroft, A Dyer-Fagundo,
J Wesley-Smith, A Pirie (A),
M Stribling (A)
TCNZ Financial Services LimitedInvestment companyM Anastasiou, F Evett
TCNZ (United Kingdom) Securities LimitedHolding/Investment companyF Evett, M Palmer, J Reader
Teleco Insurance LimitedGroup insurance companyM Beder, A Dyer-Fagundo, D Werder,
M Anastasiou (A), F Evett (A)
Teleco Insurance (NZ) LimitedMobile phone insuranceD Werder, R Quince
Telecom Capacity LimitedHolding companyD Chalmers, J Wong
Telecom Enterprises LimitedInvestment companyM Anastasiou, D Chalmers
Telecom New Zealand (UK) Enterprises
Limited
Holding/investment companyF Evett, M Sheppard
Telecom New Zealand USA LimitedProvides international wholesale
telecommunications services
D Werder, J WongM Laing
Telecom Pacific LimitedHolding companyM Anastasiou, M Sheppard
Telecom Southern Cross LimitedHolding companyM Anastasiou, D Chalmers
Telecom Wellington Investments LimitedInvestment companyM Anastasiou, F Evett
Telegistics LimitedMobile phone repair and equipment
distribution
R Singh, D Reeve, C Fletcher,
R Adams
R Morris, S
Titherington
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Spark New Zealand Annual Report 2019Bringing the future faster
External initiatives and membership of associations
External initiatives Spark subscribes to or endorses
• Spark became a founding member of the Climate Leaders Coalition (CLC) in July 2018. CLC is a group of CEOs who collectively have
committed to taking voluntary action on climate change by measuring and publicly reporting on their emissions and setting an absolute
target for reducing emissions in line with the Paris Agreement.
• Spark has committed to a government-accredited voluntary Product Stewardship scheme for mobile phones, which is actioned by the
Re:Mobile initiative (see page 23 of this Report).
Spark was an active member of the following associations
in FY19:
New Zealand Internet Task Force
International Telecommunication Union (Radiocommunication Sector membership)
NZ Tech (including Internet of Things Alliance and AI Industry Forum)
Business NZ
Sustainable Business Council
Aotearoa Circle
Global Women
Telecommunications Forum
GSM Association (GSMA)
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Managing risk framework roles and responsibilities
Managing risk framework roles and responsibilities
Managing risk framework roles and responsibilities
ACTIVITY PERFORMED
BOARD
& ARMC
LEADER-
SHIP
SQUAD RISK
LEGAL
(DIGITAL
TRUST)
ORG
UNIT
LEADS
CENTRE OF
EXCELLENCE
LEADS
POLICY
OWNERS
ALL
SPARK
PEOPLE
Approves the Managing Risk Policy
✔
Monitors the managing risk framework
✔
Reviews principal risk dashboard (quarterly)
✔
Performs other items from its charter
✔
Prepares strategy and annual plan
✔
QBR process and next 90-day priorities
✔
Coaches and guides Leads
✔
Owner for principal risks
✔
Designs and continuously improves the managing
risk framework
✔
Helps the business apply the framework
✔
Profiles the principal and next 90-day risks for LS and
ARMC
✔
Helps Leads to capture their risks for the QBR Memo
✔
Executes Internal Audit plan (objective assurance)
✔
Designs and continuously improves the
empowerment framework
✔
Creates empowerment & and functional
guidance kits
✔
Oversees essential policies and webpage
✔
Creates and delivers training modules
✔
Use the Empowerment and Managing
Risk Frameworks
✔
Understand and adhere with the essential policies
✔
Maintain view of risks for OKRs and fill in QBR Memo
✔
Provide input into principal risk process
✔
Escalate risks to LS or Risk Team (if required)
✔
Review risk sections in QBR packs across Spark
✔
Maintain view of risks for their OKRs and fill in QBR
✔
Support Leads to manage identified risks
✔
Provide input into principal risks
✔
Maintain policy and guidance material
✔
Complete assessments of effectiveness
✔
Participate in policy owner working groups
✔
Follow this framework and the essential policies
✔
Make informed decisions after assessing the benefits
and risks
✔
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Materiality assessment
To prioritise Spark’s reporting on sustainability topics we have followed GRI’s materiality principle, set out in GRI 101 to identify and prioritise
topics which substantively influence the assessments and decisions of stakeholders or have a significant environmental, social or economic
impact. Our assessment of material topics included an analysis of stakeholder feedback, a review of industry peers, external expert opinion
and Spark’s view of topics meeting the GRI materiality principle criteria. Our identification and assessment of material topics is presented in
the matrix below.
• Data privacy and security
• Customer experience
• Financial performance
• Innovation and investment
• Ethical behaviour
• Future of work
• Digital inclusion
• Health, safety & wellbeing
• Responsible and fair use of our
products and services
• Disaster and crisis response
• Product stewardship
• Adaption to physical risk from
climate change
• Leveraging services for community/
environmental outcomes
• Ta x
• Operational footprint
• Community investment
• Infrastructure impact
• Responsible employment practices
• Diversity and inclusion
• Regulation
• Competition
• Ethical supply chain and
procurement practices
SIGNIFICANCE OF ECONOMIC, ENVIRONMENTAL AND SOCIAL IMPACTS
INFLUENCE ON STAKEHOLDER ASSESSMENTS AND DECISIONS
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108
Stakeholder engagement
Stakeholder engagement
Over the year Spark has engaged with a broad range of stakeholders, as detailed in the table below. We also engaged with some
stakeholders specifically for the purposes of seeking feedback on this report. In selecting the stakeholders we engaged with, we are guided
by the definition set out in GRI 101: “entities or individuals that can reasonably be expected to be significantly affected by the organisation’s
activities, products, or services; or whose actions can reasonably be expected to affect the ability of the organisation to implement its
strategies or achieve its objectives”.
STAKEHOLDER GROUPHOW WE ENGAGED
Spark employeesRegular engagement through eNPS (employee net promoter score) methodology.
Comprehensive programme of internal communication and engagement from Leadership Squad
(through roadshows and online channels).
Engagement with cross-section of employees in the preparation of this report.
ShareholdersRegular engagement with investors, including:
• Semi-annual earnings announcements, together with semi-annual post result investor briefings;
• Semi-annual shareholder newsletters;
• The Annual meeting, which allows shareholders a chance to ask questions directly of the Spark Board
– either in person, on the phone or via an online channel;
• Regular offshore investor road shows; and
• Periodic investor strategy briefings.
We engaged with two large, institutional investors and two sell-side analysts during the preparation of
this report to ask for specific feedback on their requirements.
SuppliersWe have ongoing conversations with our suppliers – both informal and formal.
Customers We seek regular feedback from customers on their experiences with us and their views of Spark as a
business through our Net Promoter Score methodology and through our Voice of the Customer
programme.
MediaSpark responds to hundreds of media enquiries every year and runs a proactive programme of
engagement with key members of New Zealand’s media.
Local communitiesSpark engages with local communities affected by our activities, in particular where we are building
new network infrastructure.
Community partnersSpark Foundation seeks feedback and input from our community partners on an ongoing basis,
including specific feedback as part of our preparation of this report.
Industry organisationsSpark engages with a number of industry organisations, representing the technology community and
telecommunications users.
We sought specific feedback from industry leaders in the process of preparing this report.
Stakeholder engagement
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Spark New Zealand Annual Report 2019Bringing the future faster
Note: CGS refers to Spark’s Annual Corporate Governance Statement, which may be found here https://www.sparknz.co.nz/about/
governance.
DisclosureSummaryPage number and/or URLOmissions and explanations
GRI 102: General disclosures 2016
102-1Name of the organisation44
102-2Activities, brands, products and services14–19, 104
102-3Location of headquarters44
102-4Location of operations87
102-5Ownership and legal form44
102-6Markets served6-9, 14-17
102-7Scale of the organisation4, 12-13, 41,
102-103
Please also see FY19 Detailed Disclosures and
FY19 Results Summary documents, at
http://investors.sparknz.co.nz/Investor-Centre/
102-8Information on employees and other workers98Spark uses specialist resources and providers to
perform some IT services and call centre
activities.
102-9Supply chain33
102-10Significant changes to the organisation and
its supply chain
There were no significant changes in FY19.
102-11Precautionary principle or approach32
102-12External initiatives105
102-13Membership of associations105
102-14Statement from senior decision-maker6–9
102-16Values, principles, standards and norms of
behaviour
10, 15, 20-21, 33,
CGS Principle 1
102-18Governance structure28-29, 32, CGS
Principles 2, 3 and 4
102-40List of stakeholder groups108
102-41Collective bargaining statementsIn FY19 less than 1% of Spark employees were
covered by collective bargaining agreements.
102-42Identifying and selecting stakeholders108
102-43Approach to stakeholder engagement108
102-44Key topics and concerns raised108
102-45Entities included in the consolidated financial
statements
44, 104
102-46Defining report content and topic boundaries11, 107, 108
102-47List of material topics11, 107
102-48Restatements of information44-45, 47-51
102-49Changes in reportingThere were no changes in reporting as FY19 was
the first year Spark used GRI standards.
102-50Reporting periodThis report covers the period 1 July 2018 to
30 June 2019.
102-51Date of most recent reportSpark’s most recent report was our 2018 Annual
Report published 21 August 2018. We also
published our half-year financial results on
20 February 2019.
102-52Reporting cycleSpark publishes a full report annually and
publishes our financial results twice a year –
in August and in February.
102-53Contact point for questions relating to the
report
Investor-info@spark.co.nz
102-54Claims of reporting in accordance with GRI
standards
11
102-55GRI content index109-111
102-56External assurance11
Global Reporting Initiative (GRI) content index
Spark New Zealand Annual Report 2019Bringing the future faster
110
Global Reporting Initiative (GRI) content index
DisclosureSummaryPage number and/or URLOmissions and explanations
GRI 200 Economic Standard Series
202Market presence 2016
103Management approach 201620-21
202-1Ratios of standard entry-level wage by gender
compared with local minimum wage
In FY19 less than 1% of permanent or fixed term
Spark employees were paid minimum wage
across New Zealand. The local minimum wage is
not variable.
202-2Proportion of senior management hired from
the local community
All Spark’s Leadership Squad were either in
New Zealand when they were hired or were
New Zealanders returning from offshore.
206Anti-competitive behaviour 2016
103Management approach 201615
206-1Legal actions for anti-competitive behaviour,
anti-trust and monopoly practices
15
GRI 300 Environmental Standard Series
305Emissions 2016
103Management approach 201622-23
305-1Direct (Scope 1) emissions22-23In collecting activity data to calculate scope 1
and scope 2 emissions, Spark has used:
– ISO 14064-1
– New Zealand Guidance for Voluntary,
Corporate Greenhouse Gas Reporting
– The Greenhouse Gas Protocol: A Corporate
Accounting and Reporting Standard (Revised
Edition)
305-2Energy indirect (Scope 2) emissions22-23Electricity emissions are calculated based on
grid electricity consumption and the
transmission and distribution losses emission
factor as described in: Ministry for the
Environment Measuring Emissions: A Guide for
Organisations: 2019 detailed guide. Wellington:
Ministry for the Environment.
305-3Other indirect (Scope 3) emissions22-23
308Supplier environmental assessment 2016
103Management approach 201633
308-1New suppliers that were screened using
environmental criteria
33
308-2Negative environmental impacts in the supply
chain and actions taken
33
GRI 400 Social Standard Series
401Employment 2016
103Management approach 201620–21
401-1New employee hires and employee turnover99
401-2Benefits provided to full-time employees that
are not provided to temporary or part-time
employees
21, 100
401-3Parental leave21, 99
402Labour/management practices 2016
103Management approach 201620-21
402-1Minimum notice periods regarding
operational changes
Spark consults with employees at least 1 month
in advance of implementing significant
operational changes.
Global Reporting Initiative (GRI) content index
111
Spark New Zealand Annual Report 2019Bringing the future faster
DisclosureSummaryPage number and/or URLOmissions and explanations
GRI 400 Social Standard Series (continued)
405Diversity/equal opportunity 2016
103Management approach 20168, 20-21, 28
405-1Diversity of governance bodies and
employees
20-21, 28, 98
405-2Ratio of basic salary and remuneration of
women to men
98
414 Supplier social assessment 2016
103Management approach 201633
414-1New suppliers that were screened using
social criteria
33
414-2Negative social impacts in the supply chain
and actions taken
33
417Marketing and labelling 2016
103Management approach 201615-16
417-3Incidents of non-compliance concerning
marketing communications
15-16
418Customer privacy 2016
103Management approach 201615-16
418-1Substantiated complaints concerning
breaches of customer privacy and losses of
customer data
15-16
Spark New Zealand Annual Report 2019Bringing the future faster
112
Glossary
Glossary
Glossary
3Gthird-generation mobile network as defined by the International Telecommunications Union.
4Gfourth-generation mobile network as defined by the International Telecommunications Union.
5Gfifth-generation mobile network as defined by the International Telecommunications Union.
ADRan American Depositary Receipt.
ARMCthe Audit and Risk Management Committee.
ARPUAverage Revenue per User
ASXthe Australian Securities Exchange.
CCLComputer Concepts Limited.
CCNConverged Communications Network.
CompanySpark New Zealand Limited.
EBITDAIearnings before finance income and expense, income tax, depreciation, amortisation and net investment income.
EMFsElectromagnetic fields
eNPSemployee Net Promoter Score and is our measure of employee satisfaction.
GRIthe Global Reporting Initiative.
Groupthe Group in relation to these financial statements, which are prepared for Spark New Zealand Limited (the
Company) and its subsidiaries (together the Group).
HRCCthe Human Resources and Compensation Committee.
IoTthe Internet of Things.
IFRSInternational Financial Reporting Standards.
LT ELong-Term Evolution.
LT ILong-Term Incentive, which is part of Spark Leadership Team and Managing Director and CEO remuneration.
NOMsthe Nominations and Corporate Governance Committee.
NPSNet Promoter Score.
NZ GAAPGenerally Accepted Accounting Practice in New Zealand.
NZ IASNew Zealand International Accounting Standard.
NZ IFRSNew Zealand Equivalent to International Financial Reporting Standards.
NZXNZX Limited.
OTNOptical Transport Network.
PSTNPublic Switched Telephone Network.
RWCthe 2019 Rugby World Cup.
SMESmall and medium enterprise
Southern CrossSouthern Cross Cables group of companies, which consists of two sister companies, Southern Cross Cables
Holdings Limited and Pacific Carriage Holdings Limited and their subsidiaries.
SRANSingle Radio Access Network.
STIShort-Term Incentive, which is part of Spark Leadership Team and Managing Director and CEO remuneration.
TSRTotal Shareholder Return and is a measure of share price appreciation and dividends paid over a given period.
QBRQuarterly Business Review
Contact details
Spark New Zealand Limited
ARBN 050 611 277
Registered office
Level 2
Spark City
167 Victoria Street West
Auckland 1010
New Zealand
Ph +64 4 471 1638 or 0800 108 010
Company secretary
Silvana Roest
For more information
For enquiries about transactions, changes of address or dividend payments contact the share registries below.
New Zealand registry
Link Market Services Limited
Level 11 Deloitte Centre
PO Box 91976
80 Queen Street
Auckland 1142
Ph +64 9 375 5998 (investor enquiries)
Fax +64 9 375 5990
enquiries@linkmarketservices.com
www.linkmarketservices.co.nz
Australian registry
Link Market Services Limited
Level 12
680 George Street
Sydney NSW 2000
Australia
Locked Bag A14
Sydney South NSW 1235
Australia
Ph +61 1300 554 484 (investor enquiries)
Fax +61 2 9287 0303
registrars@linkmarketservices.com.au
www.linkmarketservices.com.au
United States registry
Computershare Investor Services
P.O. Box 505000
Louisville, KY 40233-5000
United States of America
Ph +1 888 BNY ADRS (+1 888 269 2377) or
+1 201 680 6825 (from outside the
United States)
shrrelations@cpushareownerservices.com
www-us.computershare.com/investor
For enquiries about Spark’s operating and financial performance contact:
investor-info@spark.co.nz
Investor Relations
Spark New Zealand Limited
Private Bag 92028
Auckland 1142
New Zealand
investors.sparknz.co.nz
insight
creative.co.nz
SPARK038
08/19
investors.sparknz.co.nz
ARBN 050 611 277
---
DRAFT
FY19 Result Highlights
Clear strategy with strong execution and greater customer focus leading to EBITDAI
(1)
margin of 30.9%; up 2.2pp since
FY17. On plan to deliver financial aspirations communicated as part of three-year strategy in June 2017
Improving customer experience through better digital journeys. Grew usage of MySparkapp by 18% and delivered a further
33.8% reduction in customer care voice interactions whilst improving interaction NPS
(2)
by 14 points -now at its highest level
since 2015
Winning inmobile, securing over 60% of total FY19 market growth across both service revenue and connections
(3)
. Growth
in ‘unlimited’ plans; resulting in highest connection share since 2012
Cloud, security and service management revenues grew by 8.1%. Merged CCL and Reverato create NZ’s largest IT services
business while launching Leaven; a new consultancy business to help customers accelerate their adoption of cloud and
digital services
Spark Sport launched in March 2019, from a standing start less than a year earlier, with preparations on track to successfully
deliver Rugby World Cup 2019
Accelerating transition to wireless through growth in wireless broadband and wireless voice services, with material
investments in mobile capacity, content delivery network and fibre backhaul in preparation for 5G and to accommodate
growing customer demand for streaming services and data. 5G readiness progressing strongly. More than 2,700 visitors
through the 5G innovation lab and a range of customers already testing applications. Biggest dependency for launch of 5G
commercial services is spectrum availability
Agile operating model successfully embedded across the entire company, with excellent employee engagement providing a
strong platformfor ongoing improvements in customer service delivery and faster, more efficient product development
Committed to being a recognised sustainability leader in New Zealand. New sustainability strategy focuses on improving
digital inclusion, fairness and equity and reducing Spark’s environmental impact
Dividend maintained at 25 cents per share for FY20 (at least 75% imputed) supported by growing confidence in cash flow
generation; subject to no adverse change in operating outlook
(1)
Earnings before finance income and expense, income tax, depreciation, amortisation and net investment income (EBITDAI) is a non-Generally Accepted Accounting Practice
performance measure that is defined and reconciled in Spark New Zealand’s Annual Report
(2)
Interaction net promoter score is an index ranging from -100 to 100 that measures the willingness of a customer to recommend a company to others, based on their most recent
interaction with that company
(3)
Estimated market growth sourced from IDC
2
Outstanding
customer
experience
Improvements across most key NPS
(1)
measures –with many above +30.
However market NPS remains below
target
Improvement
needed
Holding
market share
Sustained connection and revenue share
growth in mobile, and a return to revenue
growth in broadband
On track
Lowest cost
operator
$75m reduction in labour costs since
FY17. Delivered through Quantum
programmefocused on digitisation,
automation and simplification
On track
Growing key
markets
Sustained growth in mobile, broadband,
cloud, security and service management
On track
To p d e c i l e
culture
Employee NPS above +30. Diversity and
inclusion programmes now also
embedded into recruitment and
development practices
On track
To p 1 0 g l o b a l
telco ROI
EBITDAI growth of 8% between FY17 and
FY19 –while maintaining annual capital
expenditure of ~$415m
FY19 Performance
Three Year Plan Objectives
Significant progress made against the areas of focus communicated at Spark’s
June 2017 Investor Day
(1)
Net Promoter Scoreis an index ranging from -100 to 100 that measures the willingness of an employee or customer to recommend a company to others
3
Revenue
0-2% CAGR
On track
EBITDAI
at least 31% margin
On track
Dividend
Sustainable total dividend
of 25cps or above that is
not supplemented by debt
On track
A clear and ambitious set of strategic priorities have been set for FY20; the final
year of the three year plan communicated at Spark’s June 2017 Investor Day
Strategy Update
Bringing the future faster to New Zealand
4
Environmental protection
•Targeting a 25% reduction in CO
2
emissions on FY16 levels
by 2025. FY19 carbon emissions remained higher than FY16
but improvement in energy efficiency now expected
following completion of five-year SRAN project and closure
of 25% of PSTN network
•Introduced 30 new Mini Countrymen plug-in hybrid electric
vehicles (PHEV) to our fleet. By December 2019 more than
30% of core corporate vehicle fleet will be PHEV or EV
•Founding member of Climate Leaders Coalition. Focused on
reducing emissions -across our ecosystem –with suppliers
and customers
Tr u s t a n d t r a n s p a re n c y
•In FY19 moved to a combined Annual and ESG report
which uses the Global Reporting Initiative (GRI) framework.
A stepping stone towards full adoption of Integrated
Reporting in FY20
•Reporting against NZX Corporate Governance Code
A prosperous New Zealand
•Continue to focus on long term business sustainability;
resulting in ongoing EBITDAI and earnings growth
•Helping drive New Zealand’s growth as a nation, through
investment in strong and adaptable infrastructure via the
rollout of IoT networks and our preparations for 5G
Strategy Update
Lead on Sustainability
(1)
Sustainability strategy focused on areas that are material to Spark’s business
(1)
For more information on Spark’s environmental, social and governance efforts please see Spark’s Annual Report which can be foundon our Investor Centre website:
investors.sparknz.co.nz
(2)
Spark Jump: heavily subsidised broadband for families with school-aged children who cannot access broadband due to affordabilityissues
Fairness and inclusion
•More than 3k families now connected with subsidised
broadband via Spark Jump programme
(2)
•Spark Foundation has established long-term partnerships
with four community initiatives seeking to effect meaningful
social impact and systems change in digital access, skills and
capabilities
•More than 3,000 staff have made a Blue Heart pledge to
demonstrate personal commitment to promoting diversity
and inclusion in the workplace -up 11% on prior year
•Staff-led mental health programme, Head First, recognised
as a finalist in the 2019 Diversity Works NZ awards taking
place on 28 August 2019
5
(1)
Investment in network scaling has been informed by rigorous modelling including independent verification by Bell Labs
Focused on commercial returns, with regard to
appropriate capital management
Beta launch in March 2019; ex-beta from late July
having already:
•Strengthened platform and end-to-end content
delivery chain;
•Expanded accessibility through smart TV apps and
partnerships;
•Delivered approximately 800 sporting events and
12,000 hours of linear channels; and
•Rapidly improved live event performance with
availability at 99.9% in May, June and July 2019
Focus post Rugby World Cup will be on transitioning
viewers into Spark Sport subscribers with a range of
sports content including Premier League and F1
Will maintain a disciplined and considered approach
towards future sports rights
Creating New Zealand’s premier sports
streaming business
Spark’s delivery of RWC is already proving to be the
catalyst for widespread adoption of sports streaming in
New Zealand
•Extensive education programme in flight to
encourage New Zealanders to have in-home set up
streaming-ready in advance of kick off
•Spark Sport platform already put to the test with key
content including Premier League
•Significant investment made in networks
(1)
including
the upgrade of 100’s of mobile cell sites and
extension of the content delivery network
Preparations for successful delivery of Rugby World Cup now in education
phase; focused on helping customers transition to a sports streaming model
6
Strategy Update
Spark Sport
On-track to successfully deliver RWC 2019
Shareholder negotiations ongoing but expect Southern
Cross Next cable build to proceed
Proposed structure will result in Spark’s holding in
Southern Cross being diluted as a result of Telstra
becoming a shareholder
Southern Cross estimates build costs to be ~USD$300m,
funded via a combination of:
1.Debt held by Southern Cross;
2.Further equity investment phased across FY20, FY21
and FY22; and
3.Retention of dividend streams from the existing cable
during build phase –with no dividends expected to be
received in FY20 and FY21
Expect dividend receipts to resume from FY22. Will grow
over time, but to more modest levels of return than
historically generated
61
50
15
00
0
20
40
60
80
FY 17FY 18FY 19FY 20
Estimate
FY 21
Estimate
Dividends received from Southern Cross (NZD m)
Lightbox has been an important part of Spark’s value-added
strategy via bundled offers to customers, but its continued
success will require ongoing investment, especially in
content
In March 2019 announced intention to find a media partner
to help grow the Lightbox entertainment business
Formal process progressing with multiple parties engaged;
will update the market as appropriate
7
Lightbox
Strategy Update
Other Investments
Southern Cross Next cable
Strategy Update
Creating a wireless future: 5G Update
Moving at pace towards 5G to keep ahead of growing customer demand for
more data at faster speeds; and in support of broader innovation and new
services
8
Network preparations
progressing well
Leading the market in mobile
investment and Internet of Things
networks to provide customers with
world-class service and innovative
products
Completing vendor selection for
the build of Spark’s 5G network with
an extensive roll-out programme
already in place
Will take a multi-vendor approach
to 5G. Rollout plans will not be
impacted by decisions beyond
Spark’s control around Huawei’s
participation
Auction of spectrum is a critical
enabler for all operators
Expect consultation on spectrum
auction process to continue through
the second half of 2019, with
spectrum now assumed to be
auctioned in late 2020
Government understands the need
to enable early access to 3.5GHz
spectrum for 5G use -ahead of
delayed auction
Spark is well-placed to take part in
5G spectrum allocation and has
already secured test spectrum which
is being used to help Kiwi
businesses showcase their
capabilities to the world
Already working with New
Zealand businesses to identify
and develop applications
More than 2,700 visitors have been
through Spark’s 5G innovation lab
with a range of range of applications
already tested with customers
Working with a diverse range of
customers, such as Emirates Team
New Zealand and Paymark, to help
them discover the possibilities that
5G could enable
FY19 Performance
Financial Summary
(1)
EBITDAI of $1,090m, up $109m or 11.1% on reported prior year EBITDAI, and towards the top-end
of guidance
•Excluding $49m of Quantum implementation costs incurred during FY18, EBITDAI was up $60m
or 5.8% on prior year
Revenues flat on prior year, despite moderated growth across mobile, cloud, security and service
management, increased EBITDAI was underpinned by $109m or 4.3% reduction in total reported
operating expenses delivering a 3.1pp increase in EBITDAI margin to 30.9%
NPAT growth of $44m or 12.1% versus reported prior year NPAT, or $9m (2.2%) on adjusted prior
year NPAT. EBITDAI growth partially offset by:
•Net investment income decline of $33m; FY19 Southern Cross dividend of $15m as projected -
down $35m on prior year;
•Increase in finance expenses of $8m or 10.4% on higher average net debt; and
•Increase in tax expenses of $30m or 21.4% due to increased earnings and the impact of lower
investment income
In line with expectation, net debtgrowth moderated during H2 -up a further $26m -resulting in
total net debt
(2)
growing by $160m to $1,316m
•Net debt to EBITDAI ratio of 1.21x is consistent with Spark’s commitment to ensure that reported
net debt
(1)
to EBITDAI does not exceed 1.4x on a long-run basis
H2 FY19 total dividend per share of 12.5c will be made up of a 75% imputed ordinary dividend per
share of 11.0c and a 75% imputed special dividend per share of 1.5c
(1)
All movements are comparative to restated results for the year ended, or as at, 30 June 2018 following the adoption of NZ IFRS 15 and NZ IFRS 16
(2)
Reported net debt at hedged rates as reconciled in note 4.4 of the financial statements in Spark’s FY19 Annual Report
$109m
11.1%
EBITDAI
movement
vs. reported FY18
$44m
12.1%
NPAT
movement
vs. reported FY18
Strategic and operational execution delivering excellent financial and market
share results. On track to achieve key EBITDAI margin and dividend aspirations
9
FY19 Performance
Financials
FY19
$m
FY18
$m
CHANGE
Operating revenues3,5333,533-
Operating expenses(2,443)(2,552)(4.3%)
Reported EBITDAI1,09098111.1%
Finance income37355.7%
Finance expense(85)(77)10.4%
Depreciation and amortisation(477)(481)(0.8%)
Net investment income1447(70.2%)
Net earnings before tax expense57950514.7%
Tax expense(170)(140)21.4%
Net earnings after tax expense40936512.1%
Adjusted EBITDAI
(1)
1,0901,0305.8%
Adjusted net earnings after tax expense
(2)
4094002.2%
Capital expenditure4174131.0%
Free cash flow
(3)
292299(2.3%)
Reported EBITDAI margin30.9%27.8%3.1pp
Adjusted EBITDAI margin30.9%29.2%1.7pp
Reportedeffective tax rate29.4%27.7%1.7pp
Capital expenditure to operating revenues11.8%11.7%0.1pp
Reported Earnings per Share22.3c19.9c12.1%
Adjusted Earnings per Share22.3c21.8c2.3%
Total Dividend per Share25.0c25.0c-
(1)
Adjusted FY18 EBITDAI calculated as: reported EBITDAI of $981m adjusted to exclude Quantum implementation costs of $49m
(2)
Adjusted FY18 net earnings after tax calculated as: reported net earnings after tax adjusted to excludeQuantum implementation costs of $49m lesstax effect on implementation costs of $14m
(3)
Calculated as underlying free cash flow plus movements in working capital
10
FY19 GuidanceFY19 Actual
To t a l r e v e n u e s
$3,530m to $3,600m
$3,533m
EBITDAI
$1,065m to $1,095m
$1,090m
Capital expenditure
(1)
~$410m
$417m
Earnings per share
22c to 23c
22.3c
Dividend per share
To t a l 2 5 . 0 c
at least 75% imputed
To t a l 2 5 . 0 c
75% imputed
FY19 Performance
Guidance
Financial performance on plan, with all guidance metrics met
(1)
Includes purchase of property, plant and equipment, intangible assets and capacity (including Southern Cross) but excludes spectrum purchases and leased customer
equipment assets
11
MeasuresTarget
30 June 2019
Actual
30 June 2019
Technology
evolution
Clear pathway to 5G including spectrumentitlementsby end of H2Solid progress
Proportion of broadband customers off copper60%Achieved
Launch of wireless broadband and Voice over LTE (VoLTE) products to rural
customers using the RuralConnectivity Group (RCG) network
by end of H2Solid progress
PSTN exchange closures completed during FY19at least a further 100 closuresExceeded
Voice-only copper connections substituted to wirelessdouble connections to 30kSolid Progress
Sports media service tested and ready for RWC deliveryby end of H2Achieved
Ways of
working
Full implementation of scaleAgile operating modelby end of H1Achieved
Percentage of Agile squads at or above level 3 Agile maturity80%Solid Progress
Diverse and inclusive workplace showing through in employee NPS7 point liftAchieved
Annualised net labour costs at $470m or lessby end of H1Achieved
Digital and
data adoption
Percentage of new customer journeys implemented digital first85%Achieved
Reductionin monthly Customer Care workload minutes
(1)
10% to 15%Achieved
Winning in
market
Spark consumer market NPS5 pointliftNot Achieved
Total mobile service revenue growth3%Solid Progress
Cloud, security and service management revenue growth10%Not Achieved
Number of Internet of Things products launched4to 6Achieved
Increase in number of customers actively using two or more digital services15%Exceeded
FY19 Performance
Indicators of Success
(1)
Workload minutes defined as interactions answered x average handling time
12
Launch of ‘unlimited’ plans at mass-market price
points driving sustained growth in high-margin
mobile service revenues
Voice and collaboration decline, albeit at a
similar absolute level to prior year, due to:
•Full year revenue impact of a large wholesale
voice customer migration in H2 FY18; and
•Declines in calling minutes as customers
transition to newer digital and mobile services
Continued broadband revenue growth following
removal of upfront acquisition credits and
increase in price of copper plans
Slower than planned growth in cloud, security
and service management due to delays in
onboarding of two key new contracts. However
fundamental drivers of growth remain
Moderated declines in managed data and
networks revenue; with a large number of legacy
connections now migrated to new lower margin
fibre based alternatives
$15m other gains from sale of surplus legacy
mobile network equipment and other sundry
divestments
FY19 Performance
Revenue
Revenue flat on prior year, reflecting moderated growth across mobile, cloud,
security and service management
Revenues FY18 vs FY19 ($m)
3,533 3,533
34
30
20
8
5
(87)
(10)
3,400
3,450
3,500
3,550
FY 1 8VoiceManaged
data &
ne tw orks
MobileCl o ud ,
security &
service
ma nage men t
BroadbandProcurement
& p artn ers
Oth er gai nsFY 1 9
0%
13
FY19 Performance
Operating Expenses
Benefited from full-year impact of Quantum initiatives and further savings
secured through ongoing cost management programmes. Demonstrating
Spark’s ability to deliver cost reductions across all expense categories
2,552
2,503
2,443
18
5
6
(49)
(28)
(3)
(9)
(9)
(2)
(38)
2,400
2,450
2,500
2,550
2,600
FY18Costs of
change
Adjusted
FY18
Voi ceManaged
da ta &
networks
MobileCloud,
sec uri ty &
ser vi ce
ma n a ge me n t
Br oa dba ndProcurement
& partners
Ot her
produc t
Lab ourOt herFY19
(4.3%)
(2.4%)
Expenses FY18 vs FY19 ($m)
Further declines in mobile product
costs due to retail and supply chain
efficiencies
Decrease in voice product costs in-line
with connection loss, partially offset by
increased access charges associated
with growth in fibre connections and
regulated price increases
Benefits from further adoption of
wireless broadband more than
offsetting margin erosion from annual
increases in input prices for both fibre
and copper
Higher cloud, security and service
management product costs to support
ongoing cloud revenue growth
Reduction in net labour costs following
successful implementation of Quantum
initiatives and ongoing cost disciplines
Excluding $49m of Quantum
implementation costs incurred in FY18,
other expenses increased $6m or 1.5%
primarily due to electricity spot-prices
14
FY19 Performance
EBITDAI
Gross margin growth of $28m or
1.4% largely due to:
•Mobile connection and ARPU
growth in the consumer segment,
coupled with benefits of retail and
supply chain efficiencies;
•Further adoption of wireless
broadband services and cessation
of up-front broadband acquisition
credits; and
•Cloud revenue growth
Reported EBITDAI margin of 30.9% -
up 2.2pp since FY17 –is in line with
aspiration outlined in June 2017.
EBITDAI margin expansion driven by:
•Gross margin improvement across
core products;
•Net labour reduction of $38m or
7.4% on prior year following
successful implementation of
Quantum led initiatives;
Partially offset by:
•Ongoing declines across high-
margin voice and legacy data
products
Relentless focus on delivering best cost resulted in $109m or 11.1%
improvement in reported EBITDAI; further expanding margins and profitability
981
1,030
1,090
49
43
12
29
3
2
5
38
(59)
(7)
(6)
950
1,000
1,050
1,100
1,150
FY18Costs of
change
Adjusted
FY18
Voi ce m a rgi nManaged
da ta &
networks
ma r gin
Mobile
ma r gin
Cloud,
sec uri ty &
ser vi ce
ma n a ge me n t
ma r gin
Br oa dba nd
ma r gin
Procurement
& partners
ma r gin
Ot her
ma r gin
Ot her ga insLab ourOt her
operati ng
exp ens es
FY19
+11.1%
+5.8%
EBITDAI FY18 vs FY19 ($m)
15
FY19 Performance
Capital Expenditure
Capital expenditure programme, in support of strategic and operational
initiatives, successfully delivered within targeted envelope of between 11% and
12% of operating revenues
Following completion of major IT
transformation programmes now entering a
less intensive IT investment phase
Recent mobile investment has funded:
•Completion of Spark’s Single RAN
deployment programme;
•Continued site densification to deliver
more capacity and to prepare for RWC
and 5G; and
•A major refresh of Spark’s mobile core
technology
Investment in the multi-year Converged
Communications Network (CCN)
programme peaked in FY18 and FY19 to
progress decommissioning of Spark’s PSTN
network and deployment of a new voice
core
(1)
Mobile includes investment in standalone mobile assets including capacity in support of wireless broadband
(2)
International cable includes capacity purchases on Southern Cross cable and investment in Tasman Global Access cable
(3)
Other includes retailstore refits, Spark Sport, Lightbox, Qrious, and IoT
Capitalexpenditure ($m)FY17FY18FY19
Plant, network, core sustain and resiliency676263
IT systems112113132
Mobile network
(1)
102115118
Cloud423936
Converged Communications Network (CCN)153231
International cable construction and capacity
(2)
3414 12
Other
(3)
433825
Total capital expenditure415413417
Total capital expenditure to operating revenue 11.8%11.7%11.8%
16
FY19 Performance
Working capital
$667m
60%
FY19 cash conversion ratio
(1)
of 87% below expected ratio of 95% due to
unfavourable timing of cash receipts associated with June 2019 asset sales and
revenues
Key components of movement in working capital
(2)
FY19
Device receivable
Slowing rate of growth (versus FY18 increase of $52m) due to
emergence of longer consumer refresh cycles
$29m
Prepayments and accruals
Primarily due to biennial software licence renewals
$10m
IT services contracts
Further on-boarding of customers during FY19, with costs
incurred at the beginning of the contract but recognised over
the life of the contract
$11m
Timing of payables and receivables
Full year movement largely driven by:
•Timing of payments for Quantum implementation
costsrecognised in H2 FY18;
•Timing of receivables associated with June 2019 asset sales
and procurement revenues; and
•Timing of vendor rebate redemptions
Due to the timing of payments to Chorus being linked to
working days, five monthly payments were made during H1
FY19 and seven were made during H2 FY19, resulting in a
~$80m swing in payable and receivable movements between
H1 FY19 and H2 FY19
$66m
Inventory
Largely due to content inventory in support of Spark Sport; with
recognisedvalues only reduced as content is broadcast
$21m
Total$137m
114
7
137
0
20
40
60
80
100
120
140
160
FY 17FY 18FY 19
Movement in working capital
(2)
($m)
(1)
Calculated as net cash flow from operations (excluding tax,
dividend receipts and interest) divided by EBITDAI (excluding
impairments and other gains)
(2)
Calculated as EBITDAI (excluding impairments and other gains)
less net cash flow from operations (excluding tax, dividend
receipts and interest)
Cash conversion
ratio
88%
87%99%
17
FY19 Performance
Net debt
(1)
$667m
60%
Reported net debt
(1)
to EBITDAI stabilised during FY19. Continues to provide
sufficient debt headroom to fund strategic investments
Despite significant EBITDAI growth
during FY19, total dividend top-up
(2)
was in-line with prior year due to
increased working capital
(4)
from
unfavourabletiming of receivables
associated with June 2019 asset sales
and procurement revenues
Successfully completed first
Norwegian Krone debt issuance in
March 2019
(5)
–providing further
diversity to complement existing
domestic and offshore issuances
Currently considering options to
refinance existing long term debt that
is maturing in October 2019
(1)
Net debt at hedged rates as reported in note 4.4of Spark’s FY19 Annual Report
(2)
Dividend top-up calculated as total dividends paid less free cash flow
(3)
Miscellaneous movements includes movements in cash on hand and interest amortisation on debt
(4)
Drivers of movementsin working capital are outlined further on slide 17
(5)
Issuance was converted to NZD using a cross currency interest rate swap
18
1,156
1,323
1,316
30
137
4
(1)
(15)
5
1,050
1,150
1,250
1,350
Net debt as
at 30 June
2018
Div id ends
pa i d l ess
und erlying
fr ee cash
flow
Mo vem ent
in working
capital
Business
acquisitions
and m inority
investments
Pr oce eds
fr om asset
sales
Southern
Cr oss
di v id end
rec ei ved
Misc . ot her
mo vement s
Net debt as
at 30 June
2019
Movement in net debt during FY19 ($m)
$167m
Total dividend
top-up
(3)
Gross margin up $43m or 5.9% on prior year due to growth
in higher margin mobile service revenue, lower sales costs
following the insourcing of retail stores and further migration
away from subsidised plans –with open term plans now
accounting for 98% of consumer pay-monthly base
Service revenue growth of $21m was in-line with prior year
and accounted for more than 60% of total market growth.
Driven by increase in pay monthly connections, up 62k, and
consumer ARPU growth from further migration to ‘unlimited’
and ‘shareable unlimited’ plans
Business ARPU continues to decline due to competitive
pricing pressure and migration off legacy plans towards
‘shareable’ offerings
Ta r g e t i n g F Y 2 0 s e r v i c e r e v e n u e g r o w t h o f b e t w e e n 2 % a n d
3%, with a continued focus on:
•Further adoption of ‘unlimited’ offers;
•Leveraging Spark’s multi-brand portfolio to appeal to
different customer segments; and
•Bringing new innovative propositions to market
FY19 Performance
Mobile
Market-leading innovation and multi-brand strategy driving growth in share of
service revenue and connections
(1)
; at highest share of connections since 2012
(1)
Estimated market growth sourced from IDC
(2)
Excluding wholesale service revenues; to remove any duplication of total market revenues
19
33%
37%
39%
0%
50%
100%
Jun 17Jun 18Jun 19
Consumer pay-monthly plan mix
Less than $55$55 or greater
0%
1%
2%
3%
4%
5%
H1 FY18H2 FY18H1 FY19H2 FY19
Percentage growth in mobile service revenue
versus prior year
(2)
Rest of Market growthSpark growth
FY19 Performance
Broadband
Sustained revenue growth and further margin expansion achieved in a
slowing
(1)
but intensely competitive market
Successfully balancing ARPU growth and connection share to
increase profitability, with revenue growing by $20m or 3.0%
on prior year. Key drivers being:
•Removal of upfront customer acquisition credits as part of
new innovative ‘Unplan’ offers;
•Increase in price of copper plans;partially offset by
•5k decline in overall connections
(2)
–albeit with Skinny
sub-brand continuing to grow share of the price-sensitive
market
Gross margin up $29m or 9.2% largely due to:
•Revenue growth;
•$14m reduction in broadband access costs from further
wireless broadband connections -now 20% of customer
base; partially offset by
•Increased access charges driven by growth in fibre
connections and regulated price increases
Expect market connection growth to stay at ~2% in the
medium term; with Spark continuing to focus on margin
growth and holding connection share
(1)
Estimated market growth sourced from IDC
(2)
Includes wireless broadband connections
63%
49%
36%
0%
20%
40%
60%
80%
100%
Jun 17Jun 18Jun 19
Connection mix by input type
CopperFibreWireless broadband
37%
51%
64%
20
50%
56%
65%
0%
20%
40%
60%
80%
100%
Jun 17Jun 18Jun 19
Connection mix by data plan
Unlimited dataCapped d ata
Cloud, security and service management revenue growth of
$30m or 8.1% below target of 10% due to:
•Delayed onboarding of two new large customers; and
•Emergence of price pressure on renewals as customer base
matures
Further expansion in contribution margin
(1)
of $3m, or 1.9%,
albeit at a slower rate than revenue due to shift in customer
demand towards more labour intensive -and lower margin -
service management offerings
Cloud, security and service management revenue expected to
grow by between 8% and 10% in FY20 due to:
•Completion of delayed FY19 transitions and commencement
of billing;
•The launch of digital transformation consultancy business
Leaven, to help organisations accelerate their adoption of
cloud and associated services;
•Further penetration of cloud services; with approximately
three quarters of the New Zealand market still to transition to
a more flexible and future-proof cloud based IT model; and
•As more devices and environments become connected,
helping businesses with cybersecurity is increasingly an area
of opportunity
FY19 Performance
Cloud, security and service management
FY19 saw moderation in rate of revenue growth; however ongoing demand for
cloud and associated services expected to drive growth of between 8% and 10%
in FY20
316
370
400
100
200
300
400
500
FY 17FY 18FY 19
Cloud, security and service management
revenue ($m)
+8.1%
(1)
Contribution margin is defined as reported gross margin less labour and other costs that are directly attributable to the implementation and ongoing support of specific
contract services
21
FY19 Performance
Voice, Managed Data and Networks
Absolute decline in total voice, managed data and networks revenues in line
with prior year; with gross margin benefiting from growth in wireless voice
connections
Absolute decline in total voice, managed data and networks
revenues of $97m was broadly in line with prior year decline of
$102m. FY19 revenue movement driven by:
•Full year impact of a large wholesale voice customer
migration completed in H2 FY18;
•Decline in total calling minutes due to connection loss and
substitution; and
•Moderated declines in managed data and networks due to
migration of customers off legacy data platforms onto new
lower margin fibre based alternatives.
Impact of revenue declines on gross margin partially offset by
reduction in voice access costs; due to 12k increase in wireless
voice connections
Focus shifted to further improve margins through migration of
customers to better performing, higher margin services such as:
•Wireless voice; and
•Software defined wide-area-networks (SDWAN)
In FY20, fixed voice revenues are expected to decline at a rate
of ~12-15% due to further connection declines and calling
substitution
882
780
683
500
1,000
FY 17FY 18FY 19
Total voice and managed data and networks
revenue ($m)
VoiceManaged data and ne tworksTo tal vo ic e
22
657
573
486
200
400
600
800
FY 17FY 18FY 19
Total voice revenue by customer segment ($m)
ConsumerBusinessWholesale and other
15.2%
Capital management
23
Dividend aspiration –first communicated in June 2017 –is to deliver a
sustainable total dividend of 25 cents per share or above that is not
supplemented by debt
Availability of cash for
distribution to
shareholders driven by
growth in free cash flow ...
... and staying within our
capital management
principles
... while retaining the
ability to fund key
strategic investments ...
Made up of:
•Underlying free cash
flow primarily driven by:
•EBITDAI
•Capital expenditure
•Working Capital
•Spectrum
•Spark Sport
•Southern Cross Next
•Business acquisitions
that generate
appropriate
commercial returns
•Approach to
managing net debt
1
2
3
Capital management
Dividend
24
As a result of a sustainable improvement in the outlook for free cash flow, Spark
expects to achieve its dividend aspiration in FY20
As a result anticipated
FY20 dividend of 25cps
expected to be paid via
an ordinary dividend only
No special dividend to
be paid in FY20
Expect that any future
use of debt to top-up
dividends will be limited
to smoothing short-term
movements in payables
and receivables
Supported by growing
confidence in free cash
flow generation
Expected free cash flow
growth to be driven by:
•EBITDAI growth
•Sustained reduction in
capital expenditure
•Cash conversion of at
least 95%
Spark anticipates paying
a total FY20 dividend per
share of 25.0c that is at
least 75% imputed
(1)
(1)
Subject to no adverse change in operating outlook
25
Significant increase in underlying free cash flow during FY19, up $123m,
fuelled by EBITDAI growth
(1)
Calculated as EBITDAI (excluding impairments and other gains)less operating cash-flow (excluding tax, dividend receipts and interest)
Capitalmanagement
Underlying free cash flow
1
Underlying free cash flow was
introduced as part of Spark’s interim
FY19 results and excludes:
•Movements in working capital
(1)
;
•Dividends received from
Southern Cross;
•Proceeds from asset sales;
•Payments for business
acquisitions; and
•Payments for spectrum
The primary lens Spark will use to
assess dividend sustainability is free
cash flow being:
•Underlying free cash flow plus
•Movements in working capital
($m)FY17FY18FY19
Net cash flows from operations
760820777
Payments for purchase of property, plant,
equipment and intangibles
(398)(414)(415)
Payments for capitalised interest
(6)(8)(8)
Payments for leases
(36)(37)(36)
Payments for leased customer equipment assets
(17)(17)(17)
Receipts from finance leases
356
excluding
Dividends received from Southern Cross
665015
(Increase)/decrease in working capital
(1)
(114)(7)(137)
Underlying free cash flow354306429
1,007
981
1,090
1,100
700
800
900
1,000
1,100
1,200
FY17FY18FY19FY20 Guidance
EBITDAI ($m)
26
Underlying free cash flow expectedto increase by at least a further ~$60m in
FY20
(1)
; due to further EBITDAI growth and decrease in capital expenditure to
~$370m
415
413
417
0
100
200
300
400
500
FY17FY18FY19FY20 Guidance
Capital expenditure excluding spectrum ($m)
Capital
expenditure to
operating
revenues
11.7%11.8%
11.8%
10% to 11%
~370
(1)
(1)
Subject to no adverse change in operating outlook
Capital expenditure expected to decrease by ~$50m to
~$370m in FY20
(1)
-excluding any spectrum purchases
and renewals
Expect to maintain spend at between 10% and 11% of
revenue in the medium term
~370
(1)
Growth in EBITDAI of between $10m and $30m expected
in FY20
(1)
1,120
Capitalmanagement
Underlying free cash flow
1
FY20 capital expenditure (excluding spectrum) decreasing to ~$370m
(1)
following completion of large investment programmes. Expect to maintain
spend at between 10% and 11% of revenue in the medium term
27
(1)
Subject to no adverse change in operating outlook
Envelope reducing following
completion of a number of major
investment programmes
Fully integrated and modern customer
management system now in place. Next,
less intensive, phase of IT investment is
focused on:
•Incremental improvements; and
•Sustaining (and rationalising) existing
products and systems
Investment in core mobile and IoT
network capability complete, enabling
more efficient growth in network capacity
through:
•Leveraging new technology incl. 4.9G;
•Utilising latent capacity -following
upgrades for the RWC -for further
wireless broadband growth; and
•Focussing 5G roll-out on organic
growth and deployment into specific
markets where demand or use cases
are most evident
Envelope will be maintained at
between 10% and 11% of revenue in
the medium term
Will free up capital to invest in
upcoming spectrum purchases and
renewals -which sit outside both the
capital expenditure envelope and free
cash flow -while still providing sufficient
funding for:
•Required capacity growth;
•The progressive roll-out of C-band
5G; and
•Further innovation
Will maintain absolute level of
investment in mobile –with majority
of reductions from capitalised labour
IT investment expected to decrease by
between 10% and 15% in-line with:
•Less intensive development phase;
and
•Ongoing shift in software-as-a-service
expenditure away from capital
expenditure to operating expenses
Fixed network investment will be
reduced through a combination of smart
architectural choices and more cost-
efficient technologies
Upcoming completion of Converged
Communications Network (CCN)
programme will further free up capital
Capitalmanagement
Underlying free cash flow
1
$667m
60%
FY20 cash conversion
(1)
expected to return to at least 95% due to associated
unwind of unfavourable FY19 movements
(1)
Calculated as net cash flow from operations (excluding tax, dividend receipts and interest) divided by EBITDAI (excluding impairments and other gains)
(2)
Calculated as EBITDAI (excluding impairments and other gains)less net cash flow from operations (excluding tax, dividend receipts and interest)
(3)
Subject to no adverse change in operating outlook
Movement in working
capital
(2)
($m)
FY17
Actual
FY18
Actual
FY19
Actual
FY20
Estimate
(3)
Device receivable
445229
Similar rate of growth to FY19.Not estimated
to return to FY17 and FY18 levels as customer
refresh cycles are not expected to shorten in
the near-term
Prepayments and
accruals
(13)810
Lower rate of growth than FY19 due to
biennial renewal cycle for software licences
IT services contracts
16611
Modest net increase in support of cloud,
security and service management revenue
growth
Timing of payables and
receivables
54(44)66
Inventory
13(15)21
Modest net decrease due to full amortisation
of RWC content in H1 FY20 and no change in
device inventory balance
Total1147137Maximum of ~50
Cash conversion ratio88%99%87%at least 95%
28
Significantly lower rate of
growth than FY19;
with FY20
working capital already
benefiting from:
•Unwind of unfavourable
FY19 receivables associated
with June 2019 asset sales
and procurement revenues
•Redemption of vendor
rebates; and
•Absence of significant prior
period payables such as
Quantum implementation
costs recognised in FY18 but
paid in FY19
Capitalmanagement
Working capital
1
Resulting freecash flow
(1)
expected to grow by ~$170m to~$460m in FY20
(2)
–
sufficient to fully fund a dividend of 25 cents per share without the use of debt
(1)
Calculated as underlying free cash flow plus movements in working capital
(2)
Subject to no adverse change in operating outlook
Expected $170m YoY growth in FY20 free cash
flow primarily driven by:
•Further growth in EBITDAI
•Sustained reduction in capital expenditure
(excluding spectrum) to approximately $370m;
and
•Return of cash conversion to at least 95% as
unfavourableFY19 working capital
movements unwind
Free cash flow outlook for future periods is similar
to FY20; subject to no adverse change in
operating outlook and excluding timing variances
(including movements in working capital)
29
240
299
292
0
100
200
300
400
500
600
FY17FY18FY19FY20 Estimate
Free cash flow ($m)
Underlying free cash flow (excl. mvmts in working capital)
Free cash flow (incl. mvmts in working capital)
(2)
~460
429
306
354
Capitalmanagement
Free cash flow
1
~510
Spark is committed to ensuring that reported net debt
(1)
to EBITDAI does not
exceed 1.4x on a long-run basis; consistent with a prudent capital structure
and Spark’s A-S&P credit rating
0.97
1.18
1.21
0.00
0.40
0.80
1.20
1.60
FY 17FY 18FY 19
Ratio of reported net debt to EBITDAI
S&P reaffirmed Spark’s A-credit rating in
July 2019, noting there are no
fundamental changes to Spark’s
underlying credit quality despite Spark’s
adoption of the new IFRS 15 and IFRS 16
accounting standards resulting in an
increase in S&P’s calculation of net debt
30
(1)
Reported net debt at hedged rates as reported in note 4.4 of Spark’s FY19 Annual Report
Capitalmanagement
Net Debt
3
(1)
Subject to no adverse change in operating outlook
(2)
Includes purchase of property, plant and equipment, intangible assets and capacity (including Southern Cross) but excludes spectrum purchases and leased customer equipment
assets
FY20 Outlook
Guidance
(1)
FY19 ActualFY20 Guidance
(1)
EBITDAI
$1,090m
$1,100m to $1,120m
Capital expenditure
(2)
$417m
~$370m
Dividend per share
Ordinary 22.0c (75% imputed)
Special 3.0c (75% imputed)
Ordinary 25.0c
at least 75% imputed
31
Guidance provided for FY20; subject to no adverse change in operating
outlook
MeasuresTarget
30 June 2020
Build customer intimacy
Consumer and small business iNPS8 pointlift
Growth in mobile and broadband change transactions completed online30%
Create a wireless future
Go-live of 5G for America’s Cup (subject to spectrum)Ready for July 2020 launch
Preparation for commercial launch of 5G (subject to spectrum)
5G sites deployed to targeted
geographical locations
Growth in wireless broadband connections+30k
Create New Zealand’s premier
sports streaming experience
Rugby World Cup tournament
Successfully deliver the RWC tournament
with platform availability of 99.9%
Grow key markets
Mobile service revenue growth
(1)
2-3%
Cloud, security and service management revenue growth8-10%
Growth in number of connected IOT devices60%
Begin progressive rollout of new concept Spark retail storesBy end of September 2019
Mature Agile leadership
Percentage of Agile squads at or above level 385%
Deliver best cost
EBITDAI marginAt least 31%
Lead on sustainability
Transition to integrated reportingFor FY20 annual report
Number of school students participating in one of the Spark Foundation’s
programmes
(2)
+10k
FY20 Outlook
Indicators of Success
32
(1)
Consumer and business segments only
(2)
Measured as school aged children 5-18 years who participate in one of the Spark Foundation’s digital inclusion or skills and capability programmes including JUMP, Digital
Native Academy, Code Club, The Electric Garden and Like a Boss
Disclaimer
This announcement may include forward-looking statements regarding future events and the future
financial performance of Spark New Zealand. Such forward-looking statements are based on the beliefs of
and assumptions made by management along with information currently available at the time such
statements were made.
These forward-looking statements may be identified by words such as ‘guidance’, ‘anticipate’, ‘believe’,
‘estimate’, ‘expect’, ‘intend’, ‘will’, ‘plan’, ‘may’, ‘could’, ‘ambition’, ‘aspiration’ and similar expressions.
Any statements in this announcement that are not historical facts are forward-looking statements. These
forward-looking statements are not guarantees or predictions of future performance, and involve known
and unknown risks, uncertainties and other factors, many of which are beyond Spark New Zealand’s
control, and which may cause actual results to differ materially from those projected in the forward-
looking statements contained in this announcement.
Factors that could cause actual results or performance to differ materially from those expressed or
implied in the forward-looking statements are discussed herein and also include Spark New Zealand's
anticipated growth strategies, Spark New Zealand's future results of operations and financial condition,
economic conditions and the regulatory environment in New Zealand, competition in the markets in
which Spark New Zealand operates, risks related to the sharing arrangements with Chorus, other factors
or trends affecting the telecommunications industry generally and Spark New Zealand’s financial
condition in particular and risks detailed in Spark New Zealand's filings with NZX and ASX. Except as
required by law or the listing rules of the stock exchanges on which Spark New Zealand is listed, Spark
New Zealand undertakes no obligation to update any forward-looking statements whether as a result of
new information, future events or otherwise.
33
Spark New Zealand
Group result - reported
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Operating revenues and other gains1,7381,7671,7611,7721,7541,7793,5333,533--%
Operating expenses(1,273)(1,225)(1,305)(1,247)(1,265)(1,178)(2,552)(2,443)1094.3%
EBITDAI4655424565254896019811,09010911.1%
Finance income161516191819353725.7%
Finance expense(37)(38)(37)(40)(40)(45)(77)(85)(8)(10.4%)
Depreciation and amortisation expense(242)(240)(237)(244)(245)(232)(481)(477)40.8%
Net investment income33242720-144714(33)(70.2%)
Net earnings before income tax2353032252802223575055797414.7%
Tax expense(65)(77)(63)(77)(69)(101)(140)(170)(30)(21.4%)
Net earnings for the period1702261622031532563654094412.1%
Capital expenditure22419126215126415341341741.0%
Free cash flows
62178155144108184299292(7)(2.3%)
Reported EBITDAI margin26.8%30.7%25.9%29.6%27.9%33.8%27.8%30.9%3.1%11.1%
Reported effective tax rate27.7%25.4%28.0%27.5%31.1%28.3%27.7%29.4%1.6%5.9%
Capital expenditure to operating revenues12.9%10.8%14.9%8.5%15.1%8.6%11.7%11.8%0.1%0.9%
Reported basic and diluted earnings per share (cents)9.312.38.811.18.314.019.922.32.412.1%
Group result - adjusted
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Operating revenues and other gains1,7381,7671,7611,7721,7541,7793,5333,533--%
Adjusted operating expenses(1,273)(1,225)(1,292)(1,211)(1,265)(1,178)(2,503)(2,443)602.4%
Adjusted EBITDAI4655424695614896011,0301,090605.8%
Finance income161516191819353725.7%
Finance expense(37)(38)(37)(40)(40)(45)(77)(85)(8)(10.4%)
Depreciation and amortisation expense(242)(240)(237)(244)(245)(232)(481)(477)40.8%
Net investment income33242720-144714(33)(70.2%)
Adjusted net earnings before income tax235303238316222357554579254.5%
Adjusted tax expense(65)(77)(67)(87)(69)(101)(154)(170)(16)(10.4%)
Adjusted net earnings for the period17022617122915325640040992.2%
Adjusted EBITDAI margin26.8%30.7%26.6%31.7%27.9%33.8%29.2%30.9%1.7%5.8%
Adjusted effective tax rate27.7%25.4%28.2%27.5%31.1%28.3%27.8%29.4%1.6%5.6%
Adjusted basic and diluted earnings per share (cents)9.312.39.312.58.314.021.822.30.52.3%
Movement
Spark presents adjusted EBITDAI and adjusted net earnings when the year includes significant items greater than $25 million. FY18 included $49 million
of costs of change and adjusted EBITDAI and adjusted net earnings are as follows:
Movement
The tax effect on costs of change in H1 FY18 is $4m and in H2 FY18 is $10m. There were no adjusting items in FY17.
Spark New Zealand
Gross margin by product
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Mobile341363356376376399732775
435.9%
Voice221204189180158152369310
(59)(16.0%)
Broadband146152158157168176315344
299.2%
Cloud, security and service management129144152163163164315327
123.8%
Procurement and partners2223172318254043
37.5%
Managed data and networks626354575153111104
(7)(6.3%)
Other product2231252425264951
24.1%
Total product gross margin9439809519809599951,9311,954
231.2%
Other gains-20-10-151015
550.0%
Total gross margin9431,0009519909591,0101,9411,969
281.4%
Connections
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
000's000's000's000's000's000's000's000's000's
%
Mobile connections2,3532,3922,4372,4582,4642,5152,4582,515572.3%
Voice connections by type
1
POTS & ISDN629567491400356329400329(71)(17.8%)
VoIP41444752576252621019.2%
Voice over wireless-111414182614261285.7%
670622552466431417466417(49)(10.5%)
Broadband connections
Copper497431384346296249346249(97)(28.0%)
Fibre1381722062382733062383066828.6%
Wireless40841041161291401161402420.7%
675687694700698695700695(5)(0.7%)
Group FTE's
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19#
%
FTE permanent5,6645,5545,3845,2665,1075,1095,2665,109(157)(3.0%)
FTE contractors 279220230241212167241167(74)(30.7%)
Total FTE5,9435,7745,6145,5075,3195,2765,5075,276(231)(4.2%)
Dividends
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19$
%
Ordinary dividends (cents per share)11.0011.0011.0011.0011.0011.0022.0022.00--%
Special dividends (cents per share)1.501.501.501.501.501.503.003.00--%
12.5012.5012.5012.5012.5012.5025.0025.00--%
1
Voice connections include all voice technology types, including POTS, ISDN, VoIP and wireless voice. Voice connections exclude connections where
Spark also provide a bundled broadband service, but include all wholesale voice connections (including those where the underlying customer has a
bundled broadband service).
Movement
Movement
Movement
Movement
Spark New Zealand
Group operating revenues and other gains
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Operating revenues
Mobile
Service revenue379393395400403413795816212.6%
Non-service revenue197198218224219236442455132.9%
5765916136246226491,2371,271342.7%
Voice
Access160149136124109105260214(46)(17.7%)
Calling11210598958783193170(23)(11.9%)
Videoconferencing2828262925205545(10)(18.2%)
Other voice revenue3936333229286557(8)(12.3%)
339318293280250236573486(87)(15.2%)
Broadband337336331334344341665685203.0%
Cloud, security and service management150166179191195205370400308.1%
Procurement and partners17817318417319117435736582.2%
Managed data and networks11211310410396101207197(10)(4.8%)
Other operating revenue465057575658114114--%
Total operating revenues1,7381,7471,7611,7621,7541,7643,5233,518(5)(0.1%)
Other gains-20-10-151015550.0%
Total operating revenues and other gains1,7381,7671,7611,7721,7541,7793,5333,533--%
Operating revenues includes revenues from Consumer, Business, Wholesale and other customer segments.
Wireless broadband revenues and connections are included in broadband revenues and connections.
Operating revenues and other gains by customer segment
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
Operating revenues and other gains$m$m$m$m$m$m$m$m$m
%
Consumer7877817867877908151,5731,605322.0%
Business8358498668668678571,7321,724(8)(0.5%)
Wholesale and other135157128142118130270248(22)(8.1%)
Eliminations(19)(20)(19)(23)(21)(23)(42)(44)(2)(4.8%)
1,7381,7671,7611,7721,7541,7793,5333,533--%
Finance income
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
Finance income$m$m$m$m$m$m$m$m$m
%
Finance lease interest income8777771414--%
Other interest income889121112212329.5%
161516191819353725.7%
Net investment income
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
Net investment income$m$m$m$m$m$m$m$m$m
%
Dividend income35262822-155015(35)(70.0%)
Share of associates' and joint ventures' net losses(2)(2)(1)(2)-(1)(3)(1)266.7%
33242720-144714(33)(70.2%)
Movement
Movement
Movement
Movement
Spark New Zealand
Revenue classification changes
Product nameServices providedPrevious categoryNew category
Cellphone insuranceOther operating revenueMobile service revenue
VoIP revenueVoice calling revenueVoice access revenue
Value added voice
services
Voice calling revenueOther voice revenue
Managed internetBroadband revenueManaged data revenue
Provision of voice services over an
internet based connection
Additional services over a voice line
such as call diversion, caller
identification and other smartphone
services
Provision of internet services for a
managed data network
Additionally, the split of revenues between cloud, security and service management and procurement and partners has also been reviewed. The
majority of reallocation relates to the treatment of revenue from subsidiaries.
As part of the adoption of the Agile business model, the management of certain product lines have been reallocated from one part of the business to
another. The details of the key changes and the associated impact on revenue reporting are as follows:
Insurance coverage for accidental loss
or damage to purchased Mobile
devices
Spark New Zealand
Group operating expenses
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Product costs
Mobile235228257248246250505496(9)(1.8%)
Voice1181141041009284204176(28)(13.7%)
Broadband191184173177176165350341(9)(2.6%)
Cloud, security and service management21222728324155731832.7%
Procurement and partners15615016715017314931732251.6%
Managed data and networks5050504645489693(3)(3.1%)
Other product costs2419323331326563(2)(3.1%)
7957678107827957691,5921,564(28)(1.8%)
Labour278272276237250225513475(38)(7.4%)
Other operating expenses
Network support costs3129313137246261(1)(1.6%)
Computer costs4042414346478493910.7%
Accommodation costs262532293730616769.8%
Advertising, promotions and communication412851334740848733.6%
Bad debts9979661612(4)(25.0%)
Impairment expense2-165(2)73(4)(57.1%)
Costs of change--1336--49-(49)(100.0%)
Other5153434142398481(3)(3.6%)
200186219228220184447404(43)(9.6%)
Total operating expenses1,2731,2251,3051,2471,2651,1782,5522,443(109)(4.3%)
Finance expense
Finance expense on debt2123252827325359611.3%
Lease interest expense161615141515293013.4%
Leased customer equipment interest expense22122234133.3%
394141444449859389.4%
Capitalised interest(2)(3)(4)(4)(4)(4)(8)(8)--%
3738374040457785810.4%
Depreciation and amortisation expense
Depreciation - property, plant and equipment122128129134128118263246(17)(6.5%)
Depreciation - right-of-use assets2726242625315056612.0%
Depreciation - leased customer equipment assets8888991618212.5%
Amortisation of intangibles85787676837415215753.3%
242240237244245232481477(4)(0.8%)
Adjusted operating expenses
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Total operating expenses1,2731,2251,3051,2471,2651,1782,5522,443(109)(4.3%)
Less: costs of change--(13)(36)--(49)-49100.0%
Adjusted operating expenses1,2731,2251,2921,2111,2651,1782,5032,443(60)(2.4%)
Movement
Movement
Spark New Zealand
Analysis & KPI's - Mobile
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
Mobile revenue by type (Consumer and Business)$m$m$m$m$m$m$m$m$m
%
Mobile service revenue372385388395398409783807243.1%
Mobile non-service revenue
1
189187208210206224418430122.9%
5615725966056046331,2011,237363.0%
1519171918163634(2)(5.6%)
Total mobile revenue5765916136246226491,2371,271342.7%
Mobile product costs
3
(235)(228)(257)(248)(246)(250)(505)(496)91.8%
Mobile gross margin341363356376376399732775435.9%
Mobile gross margin %59.2%61.4%58.1%60.3%60.5%61.5%59.2%61.0%1.8%3.0%
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
Total mobile revenue by customer segment$m$m$m$m$m$m$m$m$m
%
Consumer369379397409410443806853475.8%
Business192193199196194190395384(11)(2.8%)
Wholesale and other1519171918163634(2)(5.6%)
5765916136246226491,2371,271342.7%
Average revenue per user (ARPU) - 6 month active
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
Consumer and Business
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month%
Total ARPU27.4527.2727.5827.2527.5627.5727.4127.570.16 0.6%
Pay-monthly ARPU45.0545.0244.2943.3142.8242.4343.7942.62(1.16)(2.7%)
Prepaid ARPU11.6511.7512.2012.1312.2912.6612.1712.480.31 2.6%
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
000's000's000's000's000's000's000's000's000's
%
Pay-monthly connections1,0851,1081,1581,1891,2251,2511,1891,251625.2%
Prepaid connections1,2311,2481,2451,2361,2061,2321,2361,232(4)(0.3%)
Internal connections44444444--%
Total mobile connections2,3202,3602,4072,4292,4352,4872,4292,487582.4%
1
Mobile non-service revenue includes handset sales and mobile interconnect.
2
Includes MVNO revenue.
3
Includes handset, interconnect and cellphone tower access costs.
Movement
Wholesale and other customer segment mobile
revenue
2
Movement
Movement
Number of mobile connections at period end - 6
month active - Consumer and Business
Movement
Spark New Zealand
Analysis & KPI's - Voice
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
Voice revenue by type$m$m$m$m$m$m$m$m$m
%
Access160149136124109105260214(46)(17.7%)
Calling11210598958783193170(23)(11.9%)
Videoconferencing2828262925205545(10)(18.2%)
Other voice revenue3936333229286557(8)(12.3%)
Total voice revenue339318293280250236573486(87)(15.2%)
Voice product costs
1
(118)(114)(104)(100)(92)(84)(204)(176)2813.7%
Voice gross margin221204189180158152369310(59)(16.0%)
Voice gross margin %65.2%64.2%64.5%64.3%63.2%64.4%64.4%63.8%(0.6%)(1.0%)
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
000's000's000's000's000's000's000's000's000's
%
POTS and ISDN629567491400356329400329(71)(17.8%)
VoIP41444752576252621019.2%
Voice over wireless-111414182614261285.7%
Total voice connections670622552466431417466417(49)(10.5%)
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
000's000's000's000's000's000's000's000's000's
%
Consumer124124118108104103108103(5)(4.6%)
Business211198185180177178180178(2)(1.1%)
Wholesale and other335300249178150136178136(42)(23.6%)
Total voice connections670622552466431417466417(49)(10.5%)
1
Includes voice access (baseband), interconnect, international calling and videoconferencing platform costs.
Analysis & KPI's - Broadband
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Total broadband revenue337336331334344341665685203.0%
Broadband product costs
2
(191)(184)(173)(177)(176)(165)(350)(341)92.6%
Broadband gross margin146152158157168176315344299.2%
Broadband gross margin %43.3%45.2%47.7%47.0%48.8%51.6%47.4%50.2%2.9%6.0%
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
000's000's000's000's000's000's000's000's000's
%
Copper497431384346296249346249(97)(28.0%)
Fibre1381722062382733062383066828.6%
Wireless40841041161291401161402420.7%
Total broadband connections675687694700698695700695(5)(0.7%)
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
000's000's000's000's000's000's000's000's000's
%
Consumer589597601604598593604593(11)(1.8%)
Business869092959899959944.2%
Wholesale and other--1123132NM
Total broadband connections675687694700698695700695(5)(0.7%)
2
Includes broadband access (UBA/UCLL/Fibre), modem and e-mail platform support costs.
Broadband connections by technology
Movement
Broadband connections by segment
Movement
Movement
Voice connections by type
Movement
Voice connections by customer segment
Movement
Movement
Spark New Zealand
Analysis & KPI's - Cloud, Security and Service management
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Cloud, Security and Service managegement revenue150166179191195205370400308.1%
Cloud, Security and Service management product costs(21)(22)(27)(28)(32)(41)(55)(73)(18)(32.7%)
Cloud, Security and Service management gross margin129144152163163164315327123.8%
Cloud, Security and Service management gross margin %86.0%86.7%84.9%85.3%83.6%80.0%85.1%81.8%(3.4%)(4.0%)
Contribution margin (approximated) %
1
34.0%44.6%36.9%46.6%36.9%42.0%41.9%39.5%(2.4%)(5.7%)
Analysis & KPI's - Procurement and Partners
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Procurement and partners revenue17817318417319117435736582.2%
Procurement and partners product costs(156)(150)(167)(150)(173)(149)(317)(322)(5)(1.6%)
Procurement and partners gross margin222317231825404337.5%
12.4%13.3%9.2%13.3%9.4%14.4%11.2%11.8%0.6%5.1%
Analysis & KPI's - Managed data and networks
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Managed data and networks revenue11211310410396101207197(10)(4.8%)
Managed data and networks product costs
2
(50)(50)(50)(46)(45)(48)(96)(93)33.1%
Managed data and networks gross margin626354575153111104(7)(6.3%)
55.4%55.8%51.9%55.3%53.1%52.5%53.6%52.8%(0.8%)(1.6%)
2
Includes wide area network access, international data and network backhaul costs.
Movement
1
Contribution margin is defined as reported gross margin less labour and other costs that are directly attributable to the implementation and ongoing
support of specific contract services.
Movement
Movement
Spark New Zealand
Statement of cash flows
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Cash flows from operating activities
Cash received from customers 1,724 1,686 1,768 1,721 1,770 1,654
3,4893,424(65)(1.9%)
Interest receipts 14 15 16 18 18 17
343512.9%
Dividend receipts 22 44 7 43 - 15
5015(35)(70.0%)
Payments to suppliers and employees (1,328) (1,207) (1,266) (1,252) (1,314) (1,169)
(2,518)(2,483)351.4%
Payments for income tax (79) (64) (70) (97) (44) (91)
(167)(135)3219.2%
Payments for interest on debt (18) (18) (14) (23) (22) (23)
(37)(45)(8)(21.6%)
Payments for interest on leases (14) (14) (14) (14) (13) (17)
(28)(30)(2)(7.1%)
Payments for interest on leased customer equipment
assets
(1) (2) (1) (2) (2) (2)
(3)(4)(1)(33.3%)
Net cash flows from operating activities 320 440 426 394 393 384
820777(43)(5.2%)
Cash flows from investing activities
Proceeds from sale of property, plant and equipment - 27 - 1 - 1
11--%
Proceeds from sale of business - - - 8 - -
8-(8)(100.0%)
Proceeds from long-term investments - 6 - - - 2
-22NM
Payments for purchase of businesses (2) (2) (46) (5) - -
(51)-51100.0%
Payments for, and advances to, long-term investments (2) (3) (6) (14) (6) -
(20)(6)1470.0%
Payments for purchase of property, plant and
equipment and intangibles
(211) (187) (236) (178) (258) (157)
(414)(415)(1)(0.2%)
Payments for capitalised interest (2) (4) (4) (4) (3) (5)
(8)(8)--%
Net cash flows from investing activities (217) (163) (292) (192) (267) (159)
(484)(426)5812.0%
Cash flows from financing activities
Net proceeds from debt 153 (25) 184 (10) 182 (28)
174154(20)(11.5%)
Receipts from finance leases 2 1 2 3 3 3
56120.0%
Payments for dividends (229) (229) (229) (229) (229) (230)
(458)(459)(1)(0.2%)
Payments for leases (18) (18) (18) (19) (19) (17)
(37)(36)12.7%
Payments for leased customer equipment assets (7) (10) (8) (9) (8) (9)
(17)(17)--%
Net cash flows from financing activities (99) (281) (69) (264) (71) (281)
(333)(352)(19)(5.7%)
Net cash flow 4 (4) 65 (62) 55 (56)
3(1)(4)NM
Opening cash position 52 56 52 117 55 110
525535.8%
Closing cash position 56 52 117 55 110 54 55 54
(1)(1.8%)
Movement
Spark New Zealand
Analysis & KPIs - Free cash flows
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Net cash flows from operating activities320 440 426 394 393 384 820777(43)(5.2%)
Payments for purchase of property, plant and
equipment and intangibles
(211) (187) (236) (178) (258) (157) (414)(415)(1)(0.2%)
Payments for capitalised interest
(2) (4) (4) (4) (3) (5) (8)(8)--%
Payments for leases
(18) (18) (18) (19) (19) (17) (37)(36)12.7%
Payments for leased customer equipment assets
(7) (10) (8) (9) (8) (9) (17)(17)--%
Receipts from finance leases
2 1 2 3 3 3 56120.0%
excluding
Dividend receipts
(22) (44) (7) (43) - (15) (50)(15)3570.0%
Increase/(decrease) in working capital
71 43 (45) 52 38 99 7137130NM
Underlying free cash flow
133 221 110 196 146 283 30642912340.2%
including
(Increase)/decrease in working capital
(71) (43) 45 (52) (38) (99) (7)(137)(130)NM
Free cashflow
62 178 155 144 108 184 299292(7)(2.3%)
Analysis & KPIs - Movement in working capital
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
EBITDAI 465 542 456 525 489 601
9811,09010911.1%
excluding
Impairments (2) - (1) (6) (5) 2
(7)(3)4(57.1%)
Other gains - 20 - 10 - 15
1015550.0%
EBITDAI excluding impairments and other gains
467 522 457 521 494 584 9781,07810010.2%
Net cash flows from operating activities 320 440 426 394 393 384
820777(43)(5.2%)
excluding
Interest receipts 14 15 16 18 18 17
343512.9%
Dividend receipts 22 44 7 43 - 15
5015(35)(70.0%)
Payments for income tax (79) (64) (70) (97) (44) (91)
(167)(135)32(19.2%)
Payments for interest on debt (18) (18) (14) (23) (22) (23)
(37)(45)(8)21.6%
Payments for interest on leases (14) (14) (14) (14) (13) (17)
(28)(30)(2)7.1%
Payments for interest on leased customer equipment
assets
(1) (2) (1) (2) (2) (2)
(3)(4)(1)33.3%
Net cash flows from operating activities excluding
dividends, tax and net interest
396 479 502 469 456 485 971941(30)(3.1%)
EBITDAI excluding impairments and other gains 467 522 457 521 494 584
9781,07810010.2%
less
Net cash flows from operating activities excluding
dividends, tax and net interest
396 479 502 469 456 485
971941(30)(3.1%)
Increase/(decrease) in working capital
71 43 (45) 52 38 99 7137130
Cash conversion85%92%110%90%92%83%99%87%
Movement
Movement
Spark New Zealand
Group capital expenditure
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Cloud2220192026103936(3)(7.7%)
Converged Communications Network (CCN)312171520113231(1)(3.1%)
International cable construction and capacity purchases
142014-1111412(2)(14.3%)
IT systems6052644970621131321916.8%
Mobile network69338926892911511832.6%
Plant, network and core sustain and resiliency363138243627626311.6%
Other2023211712133825(13)(34.2%)
Total capital expenditure
22419126215126415341341741.0%
Analysis & KPI's - Capital expenditure depreciation and amortisation
H1 FY17H2 FY17H1 FY18H2 FY18H1 FY19H2 FY19FY18FY19
$m$m$m$m$m$m$m$m$m
%
Depreciation - property, plant and equipment122128129134128118263246(17)(6.5%)
Depreciation - right-of-use assets
1
8910109132022210.0%
Amortisation of intangibles
85787676837415215753.3%
Total capital expenditure depreciation and amortisation
215215215220220205435425(10)(2.3%)
1
Includes depreciation on capacity right-of-use assets only as these are included within Spark’s definition of capital expenditure.
Movement
Capital expenditure is presented on an accruals basis, and includes purchase of property, plant and equipment and intangible assets, capacity purchases
(including Southern Cross) but excludes leased customer equipment assets.
On adoption of NZ IFRS 16 Leases, assets associated with capacity arrangements which were previously recognised
within intangible assets have been reclassified to right-of-use assets. Payments for capacity purchases remain within
Spark’s definition of capital expenditure. Total depreciation on property plant and equipment, depreciation on
capacity right-of-use assets and amortisation of intangibles is reconciled below:
Movement
---
1
Annual Corporate
Governance Statement
2019
The Board and management of Spark New Zealand Limited (Spark) are committed to maintaining high
standards of corporate governance. The Board regularly reviews and assesses Spark’s governance structures
and processes to ensure that they are consistent with international best practice, in both form and substance.
Spark is required to report against the NZX Corporate Governance Code (NZX Code) and as part of its
commitment to best practice governance, has elected to take into consideration, and substantially complies
with the ASX Corporate Governance Council’s Principles and Recommendations (4th Edition).
This statement is a snapshot view of Spark’s practices, processes and policies measured against the principles
of the NZX Code. It was approved by the Board on 21 August 2019 and is accurate as at that date.
PRINCIPLE 1:
Code of ethical
behaviour
“Directors should set high
standards of ethical behaviour,
model this behaviour and
hold management
accountable for these
standards being followed
throughout the organisation.”
Codes of Conduct
Spark has an integrated company-wide
compliance framework. A Code of Ethics
(which applies to all employees) and a
Directors’ Code of Ethics together set out
the standards by which Spark people are
expected to conduct themselves.
The Codes provide guidance on decision-
making and set out to instill a culture of
acting lawfully, ethically and responsibly.
The Code of Ethics contains links to Spark’s
core policies and details Spark’s values,
expected behaviours and sets out Spark’s
approach to conflicts of interests, bribery
and corruption, gifts and hospitality,
confidentiality, use of assets and information
and compliance with laws. The Codes also
set out Spark’s compliance escalation
procedures that are designed to be used to
report breaches of Spark’s legal obligations,
the Codes themselves and other Spark
policies, either through the Honesty Box –
a confidential whistle-blowing portal – or
other avenues.
Online training during the induction process
for new staff and as part of Spark’s
continuous education programme, emails
and intranet articles are used to educate all
staff about the Code of Ethics and training
on the Directors’ Code of Ethics is
coordinated by the Company Secretary.
Copies of the Code of Ethics and the
Directors’ Code of Ethics can be found at:
www.sparknz.co.nz/about/governance.
Trading Policies
The Insider Trading Policy and the
Disclosure Policy (together with the
associated procedures for implementation)
are two of Spark’s core policies that address
the treatment of material information and
trading in Spark and other issuers’ financial
products while in possession of material
information.
Copies of the Insider Trading Policy and
the Disclosure Policy can be found at:
www.sparknz.co.nz/about/governance.
Glossary: if there
are terms used in
this document that
may be unfamiliar
please refer to the
glossary on page 12
for an explanation.
2
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 2:
Board composition
and performance
“To ensure an effective
board, there should be a
balance of independence,
skills, knowledge, experience
and perspectives.”
Board
A key factor in Spark’s long-term growth
framework is strong governance, with focus
areas including proactive risk management
policies and having a diverse Board.
A biography of each Board member and the
Board skills matrix that outlines the
qualifications, capabilities, geographical
location, tenure and gender of each
member of the Board can be found at the
Our Board section of the 2019 Annual
Report.
The Board of Directors is elected by
shareholders to protect and enhance the
value of the assets of Spark in the interests
of Spark and its shareholders. The Board has
statutory responsibility for the affairs and
activities of Spark, which in practice is
achieved through delegation to the Chief
Executive Officer (CEO) and those who are
charged with the day-to-day leadership and
management of the Company. The CEO has,
in some cases, formally delegated certain
authorities to direct reports and has
established an empowerment framework
that sets out decision rights at Spark.
More information regarding the respective
roles and responsibilities of the Board
and management is set out in the Board
Charter, which can be found at:
www.sparknz.co.nz/about/governance.
The Board regularly reviews and assesses
Spark’s governance structures and
processes to ensure that they are consistent
with international best practice in both form
and substance.
Director Appointment
The procedures for the appointment and
removal of directors are governed by
Spark’s constitution. Each Director has a
signed letter of appointment or
employment agreement setting out the
terms of their appointment, including their
duties, terms, conditions of appointment,
expectations of the role and remuneration.
Spark directors have no fixed term of office
but are subject to the retirement provisions
contained in the relevant stock exchange
listing rules.
Recommendations for nominations of new
directors are generally made by the NOMs
and considered by the Board as a whole.
External consultants are from time to time
used to access a wide base of potential
candidates and to review the suitability of
candidates for appointment.
When recommending a candidate to act as
director, the NOMs takes into account such
factors as it deems appropriate, including
the candidate’s independence, experience,
professional skills, qualifications and
personal qualities. In doing so Spark will
undertake appropriate checks, including as
to the candidate’s character, education,
criminal record and bankruptcy history. The
NOMs will review the candidate’s skills and
experience relative to the Board skills matrix
to determine whether they will augment the
existing Board skillset and assess their
availability to commit themselves to the role.
If the Board appoints a new director during
the year that person will stand for election
by shareholders at the next annual meeting.
Shareholders are provided with relevant
information on the candidates standing for
election in the notice of meeting.
3
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 2 continued:
Diversity and Inclusion
Spark’s talented workforce is a
representation of gender, ethnicity, culture
and generations. We believe that building
greater diversity and inclusion among our
people speaks to our role as a major
New Zealand company that shows
leadership in areas important to society. We
also believe it will ultimately deliver
enhanced customer experiences and
business performance. One of Spark’s major
initiatives involved inviting all employees to
make the Blue Heart Pledge, which is an
individual’s personal commitment to
support a ‘heart-led’ approach to diversity
and inclusion at Spark.
Spark’s Diversity and Inclusion Policy sets
out the requirement for the Board to set and
review measurable objectives for achieving
diversity each year. The HRCC will annually
review and report to the Board on the
relative proportion of gender diversity
that makes up Spark’s workforce and
recommends objectives to the Board.
A copy of Spark’s Diversity and Inclusion
policy can be found at:
www.sparknz.co.nz/about/governance.
For more details on the importance of
Diversity and Inclusion at Spark please see
the Our People section of the 2019 Annual
Report.
For details of the break down of
demographics at different levels of Spark’s
workforce please see page 98 of the 2019
Annual Report.
Director Training
The Board introduces new directors to
management and the business through
specifically tailored induction programmes,
depending on their needs. All directors are
regularly updated on relevant industry and
Company issues. This may include visits to
Spark operations and briefings from key
Leadership Squad members or external
experts. There is an ongoing programme of
presentations to the Board by management
from across Spark. From time to time the
Board may also undertake educational trips
to receive briefings from companies in
relevant industries, locally and abroad. The
Board expects all directors to undertake
continuous education so that they may
appropriately and effectively perform their
duties.
Board and Director Performance
The Board regularly discusses governance
and performance and annually reviews its
own performance as a whole against the
Board Charter and each Committee’s
performance against its Charter. The Chair
meets with directors to discuss the
performance of each director individually.
Further, Board evaluations are undertaken
annually to seek director and Leadership
Squad feedback on a range of matters
relating to Board performance, including its
role and composition and engagement with
management, shareholders and
stakeholders. The collective results of the
evaluation are then reported to the Board
by the Chair and discussed individually with
directors. The last Board evaluation survey
was undertaken in July 2019.
“To ensure an effective
board, there should be a
balance of independence,
skills, knowledge, experience
and perspectives.”
Board composition
and performance
4
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 2 continued:
Director Independence
Spark’s Board Charter requires that a
majority of directors be independent. When
assessing independence the Board will
consider whether a director is free of
material relationships with Spark (other than
as a director) and other entities and people
who could influence, or could reasonably be
perceived to influence, the director’s
capacity to exercise independent
judgement and act in the best interests of
Spark and Spark’s shareholders generally.
The mere existence of a relationship with
Spark, or a customer or supplier, may not
necessarily mean that a director is not
independent. Rather, the Board will assess
each relationship on a case-by-case basis to
determine whether it is material and might
compromise the independence of the
director. The Board will also consider the
tenure of each director when assessing
independence and succession planning.
Please see the Board’s statement regarding
Director independence at page 101 of the
2019 Annual Report.
Board Positions
The Chair is elected by the Board. The
Board supports the separation of the roles
of Chair and the CEO. The Chair’s role is to
manage and provide leadership to the
Board and to facilitate the Board’s interface
with the CEO. The current Chair, Justine
Smyth, is a non-executive and independent
director as required by the Board Charter.
The Board does not have a Deputy Chair.
The Company Secretary is responsible for
supporting the effectiveness of the Board by
ensuring that its policies and procedures are
followed and for coordinating the
completion and dispatch of the Board
agendas and papers. The Company
Secretary is accountable to the Board, via
the Chair, on all governance matters, as
further described in the Board Charter.
“To ensure an effective
board, there should be a
balance of independence,
skills, knowledge, experience
and perspectives.”
Board composition
and performance
5
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 3:
Board committees
“The board should use
committees where this will
enhance its effectiveness in
key areas, while still retaining
board responsibility.”
Spark’s Board establishes committees to
assist in the execution of the Board’s
responsibilities. Board committees do not
act or make decisions on behalf of the
Board unless specifically mandated by prior
Board authority to do so.
The current committees of the Board are:
• Audit and Risk Management Committee
(ARMC);
• Human Resources and Compensation
Committee (HRCC); and,
• Nominations and Corporate Governance
Committee (NOMs).
Other committees may be established from
time to time to consider matters of special
importance or to exercise the delegated
authority of the Board.
Each Board Committee has a Charter
summarising the role, rights, responsibilities
and membership requirements for that
Committee. The Board annually reviews the
charters of the Board committees and their
performance against those charters. The
Board committee charters can be found at:
www.sparknz.co.nz/about/governance.
The Board is responsible for appointing
committee members and Chairs according
to the skills, experience and other qualities
they bring to the Committee. All Spark
committees are comprised of a majority of
independent directors. The Chair is entitled
to invite persons to attend Committee
meetings as deemed necessary. Spark
management and employees can only
attend Committee meetings at the invitation
of the Committee.
Specific Committee memberships and
attendance information are outlined on
page 100 of the 2019 Annual Report.
ARMC
The Board has delegated responsibility to
the ARMC for reviewing Spark’s principal
risks on an annual basis; ensuring that
management has established a risk
management framework that includes
policies and procedures to effectively
identify, treat and monitor principal business
risks; assessing the effectiveness of the risk
management system and ensuring it is
fit-for-purpose annually; and monitoring
compliance with the risk management
framework.
The ARMC is tasked with ensuring the
quality, credibility and objectivity of Spark’s
accounting processes, including financial
reporting. The ARMC will discuss half-yearly
and annual reports with management,
including whether the reporting is
consistent with the Committee members’
information and knowledge and whether it
is adequate for shareholder needs.
The Chair of the ARMC is independent and
is not the Chair of the Board.
6
Spark New ZealandAnnual Corporate Governance Statement 2019
HRCC
The HRCC is responsible for reviewing
Spark’s remuneration policy and practices,
as well as Spark’s overall human resources
strategy, structure, policy and practices. The
remuneration of directors is reviewed by the
HRCC – taking account of the Company’s
size and complexity and the responsibilities,
skills, performance and experience of the
directors – with recommendations made to
the Board for approval.
NOMs
The NOMs role is to identify and
recommend to the Board individuals for
nomination as members of the Board and its
committees (taking into account such factors
as it deems appropriate, including
experience, qualifications, judgement and
the ability to work with other directors); and
to develop and review Spark’s corporate
governance principles and make
recommendations to the Board. The NOMs
is also responsible for reviewing Board
succession planning.
Takeovers
Spark’s Board has put in place Takeover
Response Guidelines that set out the
procedure to be followed if there is a
takeover offer for Spark, including with
regards to communication between insiders
and the bidder, the preparation of an
independent advisors’ report and
establishment of a Bid Response Sub-
committee.
PRINCIPLE 3 continued:
“The board should use
committees where this will
enhance its effectiveness in
key areas, while still retaining
board responsibility.”
Board committees
7
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 4:
Reporting and disclosure
“The board should demand
integrity in financial and
non-financial reporting, and
in the timeliness and balance
of corporate disclosures.”
Continuous Disclosure
Spark is committed to providing material
information regarding Spark’s business and
operational performance to shareholders
and other stakeholders in compliance with
applicable laws and securities exchange
requirements. Pursuant to its Disclosure
Policy Spark has an appointed Disclosure
Officer to authorise all financial market
communications. Together with the
Company Secretary the Disclosure Officer is
responsible for overseeing Spark’s
disclosure practices and ensuring that all
material information is lodged promptly and
without delay with the relevant securities
exchanges.
Authorised spokespersons are restricted to
reduce the risk of inconsistent
communications and to ensure that public
comments are within the bounds of
information already in the public domain
and/or information that is not materially
price sensitive.
Reporting
Spark’s financial reports are prepared in a
manner that is balanced, clear and objective.
The financial statements in the Annual
Report are prepared in accordance with NZ
GAAP and comply with NZ IFRS.
Spark requires that, prior to the approval of
financial statements by the Board, its CEO
and Finance Director make an annual
declaration that, in their opinion, the
financial records of the entity have been
properly maintained and that the financial
statements comply with the appropriate
accounting standards and give a true and
fair view of the financial position and
performance of Spark; and that their
opinion has been formed on the basis of a
sound system of risk management and
internal control, which is operating
effectively.
In addition to the published financial
statements Spark’s Annual Report provides
information on Spark’s performance on a
number of non-financial matters, including
environmental, social and governance
commitments and related metrics.
Key Governance Documents
Spark’s website has a dedicated governance
section that contains Spark’s policies that
outline its core governance structures and
processes. This includes the Code of Ethics,
Board Charter (and the charters of the
various committees), Disclosure Policy,
Insider Trading Policy, Diversity and
Inclusion Policy and other principal
corporate governance documents:
www.sparknz.co.nz/about/governance.
8
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 5:
Remuneration
“The remuneration of
directors and executives
should be transparent,
fair and reasonable.”
Policies and Practices
The HRCC is responsible for Spark’s
remuneration policy and practices and is
also ultimately responsible for ensuring
Spark meets legislative and regulatory
requirements as they relate to remuneration
matters.
Spark is committed to ensuring that the
remuneration of directors is transparent, fair
and reasonable and subject to shareholder
approval if required.
Directors
Non-executive director remuneration is
determined with consideration of the size
and complexity of Spark and relative market
activity. From time to time independent
consultants are engaged for benchmarking
purposes to ensure that the remuneration of
Spark’s non-executive directors is
appropriate and comparable to that of
similar companies in New Zealand and, as
relevant, Australia. Non-executive directors
are also expected to purchase and hold an
amount of Spark shares within the first three
years of their appointment.
Further details on non-executive director
remuneration can be found at pages 37 &
96 of the 2019 Annual Report.
Further details on director’s Spark
shareholdings can be found at page 103 of
the 2019 Annual Report.
Following the resignation of Simon Moutter,
the Spark Board currently does not have any
executive directors.
Executives
The Leadership Squad’s remuneration
consists of a fixed remuneration component
and at-risk short-term and long-term
incentives. Spark’s STI rewards senior
leaders for the achievement of annual
performance objectives, with payments
awarded from a fixed cash pool that is set
based on overall Spark performance against
financial and/or non-financial annual
performance objectives. Spark believes that
senior leaders should have part of their
remuneration linked to the long-term
performance of the Company. For the
Leadership Squad and a select group of
senior leaders, a long-term incentive, which
vests after three years contingent on
continued employment and Spark achieving
a performance hurdle, forms part of their
remuneration packages.
Further details on Leadership Squad
remuneration can be found at pages 34 &
35 of the 2019 Annual Report.
CEO
The CEO’s remuneration package reflects
the scope and complexity of the role and is
set by the Board, with reference to the
remuneration of CEOs of similarly sized
organisations. For FY20 the CEO’s
remuneration package comprises a fixed
cash component, an at-risk short-term
incentive and an at-risk long-term incentive.
The CEO’s annual cash-based short-term
incentive is subject to the achievement of
specific performance objectives set by the
Board based on Spark’s strategy and
business plan for the respective financial
year. The CEO’s annual long-term incentive
will be granted as options under Spark’s LTI,
contingent on continued employment and
Spark achieving a performance hurdle. The
CEO is also expected to purchase and hold
an amount of Spark shares.
Further details on CEO remuneration can be
found at pages 36, 37 & 97 of the 2019
Annual Report.
9
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 6:
Risk management
“Directors should have a
sound understanding of the
material risks faced by the
issuer and how to manage
them. The board should
regularly verify that the issuer
has appropriate processes
that identify and manage
potential and material risks.”
Spark’s Agile organisation design and
practices empower its people to make
decisions and manage the risks associated
with achieving Spark’s strategy and business
objectives. Strong corporate governance,
including a highly effective and integrated
risk management framework, helps Spark
people to make good business decisions
that create stakeholder value. In early 2018
Spark updated its risk management
framework by benchmarking to the leading
Enterprise Risk Management practice
advocated in COSO ERM: 2017.
The MRF is designed on the principles that
managing risk creates, protects and
enhances value; is part of decision-making
processes; explicitly addresses uncertainty;
is systematic, structured and timely; is
transparent and inclusive; and is iterative
and responsive to change.
The ARMC plays an important role in Spark’s
MRF. The ARMC is responsible for ensuring
that Management has established a risk
management framework. Spark’s Risk Team
is accountable for designing and managing
this framework and provides the ARMC with
regular updates about its performance and
evolution.
The ARMC reviews Management’s principal
risk profile annually. It also receives reports
on the effectiveness of the implementation
and operation of the policies and systems
designed to manage risk. The ARMC
receives quarterly reporting from the Risk
and Audit Officer that discusses progress
against the approved Internal Audit Plan
and other relevant information. Information
reported includes the priorities, updates
about the evolution of the MRF findings
from its internal audit reviews, status of
previously raised items and fraud
management reporting (e.g. risks and
results from monitoring activities).
The ARMC conducts an annual assessment
to confirm the MRF is designed and
operating effectively. The last MRF
assessment was undertaken in July 2019.
Every three years Spark also completes an
external review of its MRF to ensure it
continues to be fit for purpose and is
operating effectively.
A summary of Spark’s MRF and Spark’s
identified principal business risks and
mitigations are outlined in Spark’s Annual
Report.
Health and Safety
The health and safety of people is of the
utmost importance to Spark. A safe and
healthy workplace is one in which people
and suppliers are accountable and
empowered to work together to protect and
promote the health, safety and wellbeing of
all. To achieve this Spark has established
four pillars of health and safety: a clearly
defined Health and Safety framework; active
hazard and risk management; development
of an employee-driven safety culture; and
the right resources and processes to deliver
on the framework. Integral to the framework
is the H&S Information System, which shapes
and monitors key performance indicators
across the business, focusing on Spark’s
strategic objectives, targets and managing
critical hazards and risks. The Board and
Leadership Squad are both integrally
involved in health and safety strategic
planning, implementation and monitoring.
Further details regarding Spark’s health and
safety framework can be found on page 21
of the 2019 Annual Report.
10
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 7:
Auditors
“The board should ensure
the quality and
independence of the
external audit process.”
External Audit
Oversight of Spark’s external audit
arrangements is the responsibility of the
ARMC. The External Auditor Independence
Policy and ARMC Charter together establish
a framework for Spark’s engagement with
external auditors. The objective of this
framework is to ensure that audit
independence is maintained, both in fact
and appearance, such that Spark‘s external
financial reporting is viewed as being highly
reliable and credible.
The ARMC is responsible for the
appointment of Spark’s external auditor, its
terms of engagement and the level of fees
incurred. The ARMC Charter outlines the
nature of the services permitted to be
performed and those not permitted to be
performed by the external auditor.
The ARMC Charter requires that the
Committee annually assesses and confirm to
the Board the independence and objectivity
of the external auditor after consideration of
the External Auditor Independence Policy
criteria. Regular rotation of the external
audit firm is not mandated, however,
rotation of the key audit partner of Spark is
required every five years.
Procedures for communication between the
ARMC, the external auditor and
Management are set out in the ARMC
Charter.
Representatives of Spark’s external auditor
are available at Spark’s annual meeting to
answer shareholder questions about the
conduct of the audit and the content of the
external auditor’s reports.
The Audit and Risk Management
Committee Charter and the External Auditor
Independence Policy can be found at:
www.sparknz.co.nz/about/governance.
Internal Audit
The Spark Internal Audit Team’s primary
objective is to assist the Board and CEO to
exercise good governance by providing
independent assurance on Spark’s control
and risk management processes. The ARMC
approves the appointment and oversees the
performance of Spark’s Risk and Audit
Officer. The Risk and Audit Officer is
accountable for leading Internal Audit and
reports directly to the Chair of the ARMC.
The Internal Audit Charter defines the
group’s objectives, scope, independence,
responsibilities and authority. Internal Audit
is independent from the activities and
operations it audits and has unrestricted
access to Spark’s records and employees.
Internal Audit regularly performs audits
across Spark. It works to an Internal Audit
Plan that outlines the risk themes and
engagements it intends to complete over
the plan year. The ARMC approves this plan
and ensures that the Internal Audit group is
appropriately staffed and that its scope of
work is appropriate for the key risks facing
Spark.
11
Spark New ZealandAnnual Corporate Governance Statement 2019
PRINCIPLE 8:
Shareholder rights
and relations
“The board should respect
the rights of shareholders
and foster constructive
relationships with
shareholders that encourage
them to engage with the
issuer.”
Shareholder Communication
and Disclosure
Spark is committed to promoting a fair,
orderly and transparent market through
comprehensive continuous disclosure and
ensuring shareholders are able to exercise
their rights in an informed manner.
Spark’s Disclosure Policy and associated
procedures governs communications with
shareholders and other stakeholders. All
material information is lodged promptly and
without delay with the relevant securities
exchanges. Once lodged the information
will also be published on Spark’s internet
site, with further dissemination through
broadcast emails to news agencies and
other market commentators where
appropriate. Spark may make available on
its internet site any other relevant
information made available to investors/
analysts (e.g. roadshows and presentation
briefing materials).
Spark is committed to maintaining multiple
channels of shareholder communications
and engagement, which currently includes:
1. Semi-annual earnings announcements
via audio conference;
2. Semi-annual post-results briefings with
investors in New Zealand and Australia;
3. Regular ad hoc one-on-one and group
investor and analyst meetings;
4. An annual meeting (that offers virtual
participation);
5. An annual report and corporate
governance statement;
6. Semi-annual shareholder newsletters;
7. Investor briefing days (where
appropriate); and
8. Regular investor roadshows.
Spark provides shareholders with the option
to receive communications from, and send
communications to, Spark electronically.
Spark’s Investor Website
Spark’s website is an important avenue of
communication with shareholders and other
stakeholders. Spark maintains a dedicated
investor website (investors.sparknz.co.nz)
which contains market releases, periodic
financial information, current and past
annual reports, investor presentations and
webcasts, dividend and share price
histories, notices of meeting, biographies
for Spark directors and Leadership Squad,
investor contacts, important calendar dates
and other information about Spark.
Annual Meetings
All Spark shareholders are encouraged to
participate in the annual meeting either in
person or virtually via an online annual
meeting platform, where shareholders can
vote, ask questions and watch the meeting
via webcast. Shareholders can also
electronically appoint and direct proxies to
vote on their behalf at the annual meeting.
The annual meeting webcast will be
archived on the Spark investor website after
the meeting.
The annual shareholders’ notice of meeting
is posted on Spark’s website as soon as
possible.
Spark is committed to ensuring that each
shareholder who invests in Spark has the
right to vote on major decisions that may
change the nature of the Company. All of
Spark’s shareholders have the right to one
vote per share.
12
Spark New ZealandAnnual Corporate Governance Statement 2019
Glossary
ARMC
Audit and Risk Management Committee
HRCC
Human Resources and Compensation Committee
LT I
Long Term Incentive Scheme, which is part of Spark
Leadership Squad and CEO remuneration
MRF
Managing Risk Framework
NOMs
Nominations and Corporate Governance Committee
NZ GAAP
Generally Accepted Accounting Practice in New
Zealand
NZ IFRS
New Zealand equivalents to International Financial
Reporting Standards
Spark
Spark New Zealand Limited
STI
Short-Term Incentive Scheme, which is part of Spark
Leadership Squad and CEO remuneration
There are terms used in this
document that may be unfamiliar
these are what each mean:
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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